Breedatrix
by honored cur
Summary: After being informed of a danger to all sapient life in the galaxy, Professor Paradox and Azmuth grab a newly eighteen year old Ben Tennyson to save them all. How? By breeding with girls across the galaxy! Ben X Harem...expect lots of smut...
1. INTRODUCTION

This is merely an introduction to inform of the concept. More rated M things will appear in nearly if not all other chapters.

* * *

Today was the day, Ben finally turned eighteen. He looked in the mirror combing his hair, he was meeting the others for his party. Grandpa Max had rented out the biggest Mr. Smoothy location in Bellwood. Ben quickly got in his sweet black car with a green X on it, and sped away to his favorite place in Bellwood. He parked his car and smiled seeing a massive crowd, Ben waved and greeted the people as they wished him happy birthday. Manny Armstrong, Alan Albright, Helen Wheels, Fistrina in her white plumbers uniform, Driba, Blukic, Luhley, Empress Attea, Looma Red Wind, his cousins Sunny, Lucy, Gwendolyn, Joel and his wife Camille holding her baby smiling, Hex, Rook Blonko, Rook Shar, and Rook Ben, the Vreedle brothers under watch by Ma Vreedle, Ester, his parents Carl and Sandra Tennyson, Azmuth, Kai Greene and her grandfather, Julie, numerous ben 10 fans, Myaxx, Eunice, and a swarm of press. Ben smiled seeing his grandfather and giving him a hug.

"Thanks Grandpa." Ben said with a smile, his grandfather gave a happy chuckle.

"You're welcome Ben, happy birthday." Grandpa Max said hugging him. Ben looked around and noticed his best friend Kevin wasn't there.

"Where's Kevin?" Ben asked.

"He's on his way, he said he had to get something." Gwendolyn said with a smile, hugging her cousin. Ben nodded and went to his guests it was nice seeing so many of his friends and family, Azmuth slurping from a smoothie stared at Ben, Ben knew that look he had something to say. Ben figured it could wait if he wasn't pestering him yet. He posed with numerous fans, a lot of girls pressed up against him, Ben didn't mind being surrounded by girls. Kevin soon pulled up in the car with a large box in his truck and a giant cake behind him.

"That's HUGE!" Ben said staring wide eyed at the massive cake, it was double his height.

"Yeah, we got an extra big cake for everyone." Kevin said with a smirk, his long black hair had been put in a ponytail to try and keep it neat, his X scar on his chin. Everyone got together as Sandra, and Carl started serving everyone cake. Ben smiled getting the first peice and walking over to a bench. Azmuth quickly hopped to the table and looked at Ben.

"Hello Ben Tennyson, first I wish to congratulations on another Earth year of life." Azmuth said smiling at Ben.

"Thanks Azmuth."

"Now onto more important things."

"Aw come on Azmuth, it's my birthday…" Ben groaned as he stuffed another piece of cake in his mouth. Professor Paradox appeared.

"Yes and a very happy birthday to you Benjamin. This may just be your most important birthday ever." Paradox said with a smile as Ben sighed looking at them, putting his fork down. He thought this was going to be a nice simple birthday. Okay not simple it was a big deal, he even remembered a countdown on a site about him becoming officially legal.

"So what is it…" Ben looked around and noticed everyone but him, Paradox, and Azmuth was frozen in time. "What's going on?"

"I have brought you to a pocket between moments so we can discuss something that will save numerous species across the galaxy." Paradox said looking at Azmuth.

"So what is it? Alien invasion, alternate me, time travel evil ruler, other dimensional horrors?" Ben asked.

"Mass extinction." Azmuth said.

"What...by what?"

"By lacking naturally occurring genetics to prevent mutations that cause sterilization and diversity." Azmuth answered.

"Wait...like the highbreed?"

"Sort of young Benjamin, except that sometime in the future a genetic disease will start to infect sapient races throughout the galaxy and dooming their races."

"That's bad...how do we fix it? Do I need to go beat some sense into the creator?" Ben said punching his hand as the two geniuses shook in embarrassment.

"This isn't a foe we can defeat by punching Ben Tennyson."

"Then how do we win?"

"The answer is simple we just need to introduce to the victimized species with a new genetic source to develop naturally so that their species can be saved." Paradox said with a smile, Ben scratched his head.

"So...why not just do some DNA altering like I did with the Highbreed."

"That's impossible Ben Tennyson, the numbers we must save is vast AND we need to be careful on the specimens we choose to use for the salvation of their kind. For if this works the species will evenutally be for the better."

"Then what do you need me for? I'm not really smart for this kind of thing…" Ben said as Azmuth pointed at the Omnitrix.

"Do you remember what I called the Omnitrix?"

"Yeah your prized creation, the ultimate weapon, and uh…"

"Noah's Ark."

"Yeah and I was noah...why?"

"Thanks to the Omnitrix YOU are the cure we need."

"What!?" Ben sputtered.

"Yes, we need you to impregnate various women, and the children you will breed with will create a new genetic strand that will be able to save the species." Paradox said coughing in his hand. Ben looked at the Omnitrix his face red blushing and chewed his lip, he'd be lying if he said he hadn't had fantasies like this before but for it to be real?

"Okay...so how do we start?"

"Come with me I will take you to the first on the list. You may need to do some convincing but in the end you will be the greatest hero of all these species." Paradox said putting his hand on Ben's shoulder as they vanished.

* * *

AUTHOR'S NOTE: Greetings everyone and I do hope you are ready to read this, I will be aiming for at least one chapter a week. If you have a desired female, or species you would like to see please feel free to suggest it. Ben has a LOT of work to do.


	2. INCURSEAN-Attea

Ben, Azmuth, and Paradox exited a time portal standing in a small empty room on an Incursean Warship, Ben opened the door looking around and saw the Incurseans. Azmuth leaped up and started to rotate his Omnitrix and turned Ben with a flash of light into Bullfrag. He looked at himself, he had a black bodysuit that clung to his muscular body, he wore large angular black shades.

"Hey whoa, why did'ya put me in this body Azmuth?" Bullfrag asked.

"Because this is the ideal Incursean and they are the first on the list." Azmuth said crossing his arms.

"Who do I got to beat up?"

"No Benjamin, you are here for love not battle. Save them all by seducing the Empress." Paradox said. Bullfrag nodded.

"Sorry Prof. i'm pretty used to beating up all these frogs." Bullfrag said as Azmuth shook his head. "So why does it got to be Attea?"

"Well, you said it yourself, you or at least Bullfrag found her attractive and she happens to also be a suitable Incursean specimen for our needs." Azmuth answered.

"Why do I need to be like this though?" Bullfrag asked.

"Because it is more likely to be safer for you as Bullfrag, plus we all know how Attea is attracted this form...quite a lot would be easy for you to ahem...do the deed." Paradox said with a light cough. Bullfrag sighed and opened the door.

"We will wait here for when you are done...and don't tell her about this. We will explain it later for you."

"Okay then…" Bullfrag said as he walked down the hall he saluted some of the darker skinned, smaller Incursean soldiers that gave him ugly looks. He walked in confidence down towards the throne room. The throne was large mostly empty chamber, four guards stood to the side along with the Syllanoid Raff. sitting in a large gold and purple throne was a short, and petite green-skinned woman, she wore a purple flight suit with grey gloves, goggle resting on her head, and a white scarf wrapped around her neck. She rested her head on her hand as she listened to Raff list off various duties. Bullfrag grinned and raised his hands up for her. "Ehyo Princess Attea, or should I say Empress, your knight in leather armor is here to save you from boredom!"

"Bullfrag!" Attea said leaping up, she may been a shorter girl but she had a nice pair of D-breasts that her flight suit clinged to frame. Bullfrag swallowed, he wasn't sure if it was hormones or the genetics since Attea always seemed more attractive to him in this form. His eyes stared at her figure, she was lean and perfect physique, she had soft hips but long sleek legs for her body. Bullfrag moved closer and Attea blushing regains her composure. "What are you doing here Bullfrag?"

"Well er...uh...have I ever told you how sexy you look in that outfit?" Bullfrag said. Attea's face turned red, and she bit her lip.

"N-no...thank you though. Have you finally decided to take up my offer to be my husband?" she asked, Bullfrag looked at the guards.

"Can we get some privacy?" Bullfrag asked. "So we can have some alone time."

"Guards leave us." Attea said immediately. The guards looked at her but she gave them a death glare before they all left, Raff paused but before he could say a thing. With the chamber now with just Bullfrag and Attea, Bullfrag approached her. She gave a sheepish smile staring at the muscular specimen coming to her. Her eyes studying his perfect body, what though was the most interesting was the large bulge between his legs. She took a deep breath chewing on her lip staring at him. "So...what do you want Bullfrag?"

"You." Bullfrag said putting an arm around her hip pulling her close, his large strong hand squeezing her tight ass. She made a slight squeak as he looked her in the eyes.

"M-me?"

"Yes, you're the sexiest princess this side of the universe." he said as she blushed, she put her arms around his neck pressing her soft lips on his. His grip on her ass grew stronger, she pressed her body on him, her supple breasts pressing on his finely toned body. He moved one hand on her hip as his tongue wiggled into her mouth, their long tongues wrestling inside her mouth. She felt Bullfrag's knee go between her thighs grinding her softly, she panted in the kiss as her white pants started to get soaked. She stopped pushing Bullfrag into the throne he looks at her confused. "Uh what I thought you were liking it Attea."

"Call me princess." Attea said with a smirk dropping to her knees and undoing Bullfrag's belt. "And I am going to make you enjoy it just as much."

"Uh okay At-" Bullfrag stopped seeing Attea look at him disappointed. "Okay Princess."

"Mm yeah daddy, let your little princess show you some fun tricks." Attea whispered seductively removing Bullfrag's pants exposing a large bumpy green cock, she licked her lips kissing his tip, Bullfrag smiled as she fondled his balls, her tongue coiling around his shaft stroking him. Bullfrag moaned softly, he put a hand on her head pressing his tip on her lips she smirked taking more in her mouth. She was very skilled with her tongue, Bullfrag had trouble believing she never did this to another, Attea started bobbing her head halfway down his shaft, Bullfrag moaned more. He felt a swelling in his cock as he shoved her head down on his cock firing a creamy load in her mouth. She jerked her head back coughing and looked at him.

"Sorry Princess, it was just really awesome. Your really good with that tongue."

"Oh glad you liked it daddy, it's common for Incursean matting to start with tongue play." Attea said slipping off her pants, and shirt. Apparently Incurseans weren't big on underwear or Attea herself wasn't. Her breasts bounced a bit as she lightly shook her chest for him. Bullfrag flicked his tongue out giving an incursean tongue kiss to her nipple. Attea let out a loud moan as he pulled his tongue back. He pulled her into his lap, slipping a finger into her pussy. She moaned more as he kissed her nibbles, gently biting one. She breathed faster feeling his finger exploring her insides, she put a hand on Bullfrag's strong chin. "Please, stop teasing me daddy…"

"Heh beg me princess." Bullfrag smirked. She pouted bending over her ass in the air exposing her pussy to him.

"Please daddy! I need your big, bumpy spear inside me! Conquer my pussy!" Attea begged, Bullfrag grinned moving his tip only in, he gently moved his hips teasing her as she whimpered. He thrusted deeper slapping her ass. She let out a loud moan. He thrusted in, his bumps rubbing every bit of her pussy, his tip moved deep and pressing the edge of her womb, he thrusted repeadily into her letting her moans echo throughout the chamber. He repeatidly slapped her ass, gripping one of her hands behind her back, she let her tongue droop out as her brain was drowning in pleasure. He sped up his thrusts as she started to squeeze more on his cock. "Fill me with your soldiers daddy!"

"I'll make you the mother of my army princess!" Bullfrag moaned as his pulsing cock started to shoot a thick second load into her womb, she let out a loud moan as he felt her orgasm falling to the ground her legs weakly spread out. Bullfrag sat in the throne again panting a bit staring at his lover with a smile as cum leaked from her dripping pussy. "That was amazing princess."

"I love you Bullfrag…" she panted, Bullfrag blushed and got stiff. He didn't think about them saying love, he mumbled something that may have been 'I love you' he got up pretending to look at a watch.

"I got to go Attea, but uh...see ya around." He said giving her a finger gun wink and click of his tongue but she seemed to have fallen asleep. He fixed his clothes and moved outside of the chamber, the guards stood around with Raff.

"Can we go in now?" Raff asked.

"Where you listening in?" Bullfrag asked.

"No, we wouldn't risk it."

"Well wait for Attea to give you command to enter, she seemed very tired."

"Then I'll send some aides to take her to her chambers."

"Yeah..uh…" Bullfrag pulled Raff close. "Look me and her had a erm, lovers moment and she's resting…"

"O-oh...I understand…" Raff cleared his throat stepping in front of the door. "No one enters until the Empress says!"

Bullfrag nodded moving off as the guards exchanged confused looks. He moved down and opened the door shifting back to Ben as he slumped down on the wall he was drenched with sweat, his hair a mess.

"That was intense…" Ben said looking at Azmuth and Paradox who were discuss advanced physics. Ben gave them a thumbs up. "Mission accomplished...I think."

"Hmm…." Paradox pulled out his Chrono Navigator looking at it and smirking. "Yes, congratulations Ben. Your's and Attea's son will be a powerful Emperor who would unite the Incurseans and settle a new planet."

"Really?"

"Would I lie to you?"

"Maybe? I don't know, this entire thing is weird."

"Come now Ben, tick tock, many species to save." Paradox said opening a portal. Azmuth jumped down to Ben and nodded at him.

"Don't worry Ben Tennyson, you will get some recovery time, but you WILL need to get back to the plan." Azmuth said patting Ben's knee before moving through the portal. Ben sighed standing up, he started to follow them and looked at the Omnitrix.

"Will I NEED to be alien for each of these?"

"No, but it may be helpful." Azmuth said with a smirk.

"So where to or who next?" Ben asked.

"Ah I think it's best to be a surprise!" Paradox said to Azmuth and Ben's displeasure as the three vanished through the portal.

* * *

Thank you once again for reading, I must admit i've never written anything like this before. I apologize if it isn't very good, I will accept any advice or suggestions, and hope to do better with future chapters. I am still taking suggestions (though I have a large list, but like to know what others want.)


	3. TETRAMAND-LOOMA RED WIND

WARNING: This may have some scenes that may be off putting to some readers.

* * *

Paradox, and Azmuth step out of the vortex, the two look around. They were standing on the sandstone like structures, Azmuth fanned himself feeling the scorching heat of the sun. Tetramands wander around, a group carrying a massive stone statue of Princess Looma Red Wind. Warlord Gar stood overseeing the placement, the large red skinned three eyed man held two of his three hands up.

"A little more to the left!" Gar shouted, Azmuth and Paradox looked at eachother confused.

"Odd...Looma was supposed to be here…" Paradox asked looking at his Chrono navigator. "Is this thing off again?"

"Huh...what the…" Gar said seeing Azmuth and Paradox. The two look nervous as Gar whistled with his third hand. "GUARDS WE HAVE UNAUTHORIZED INTRUDERS!"

"Wait Warlord Gar, its me, Azmuth of the galvan!" Azmuth said leaping on to Paradox's shoulder.

"It does not matter. You did not follow the proper procedure and thus you must be punished!" Gar yelled, aiming his hand at Azmuth and Paradox. A pack of Tetramand guards come charging at the two. They made panicked expressions and fled.

"I wonder where young Benjamin is." Paradox said picking up Azmuth jumping away.

"So who am I going to meet next Paradox." Ben said stepping out of the portal. He looked around surprised that neither of them are around, he was inside a fancy room. While the walls were made of a refined sandstone, a painting of Looma and her father Gar Red Wind standing on a pile of defeated foes. A four armed mannequin wearing royal female armor, a wardrobe stood tall. A massive bed, one that would make a King's side bed look like a twin size bed. Crimson drapes lined the curtains and around the bed, several pictures of Ben were on the wall, more of Four Arms his tetramand form. Even on the bed was a Tetramand life sized body pillow of Four Arms. Ben looked at the pillow. "I don't recall authorizing that…"

Ben heard water trickling down, last he checked this side of Khoros nearly never got rain. He looked out the window the sky was clear and the sun was shining bright as ever, so it wasn't rain. He looked around as he noticed a metal door where it was coming from, he approached it and paused. He was starting to realize what was going on he looked around as the door started to open up. Ben knew how harsh Tetramands on Khoros punish people for even tiny crimes, trespassing would get him in trouble...and based on the images of him...the odds this was a crazy fan was a bit high for Ben, he dove underneath the bed as the door opened up.

"Ah what a wonderful shower." a voice said as a large red skinned tetramand, she was tall and muscular like most, but she was unusually voluptuous and feminine looking with large E cup breasts that were wrapped up with a fine towel that barely even covered half her thick thighs. Ben shivered recognizing the woman's voice and her legs. She tossed her towel away it falling to the ground, Ben stuck his head out a bit seeing if he could escape but paused drooling as his eyes fell upon the naked Princess Looma, her long hair soaked and clinging to her muscular back. Her massive breasts in her hands as she sized them up, posing in the mirror. Her thick ass sticking out as she even flexed in the mirror. "Hmmm my breasts have grown bigger again…"

Ben stared and felt a bulge appear in his pants. Looma rubbed her maroon nipples with a smile, she started to pull out a couple of dresses holding them to her body checking out how the form was. She sighed tossing it aside not liking it, she grabbed a pair of panties and bra about to put it on, and paused her four eyes focusing on something in the mirror. Ben gasped retreating under the bed as Looma scowled.

"Who dares intrude on my room, after my shower! I will make you completely regret this!" Looma snarled picking up her massive bed lifting it up. Her scowl faded to surprise as she saw a cowering human praying for mercy. "Beloved?"

"Uh...heey Looma, um...looking good…" Ben said with a red face and a tone of fear staring at the massive princess. It took her a moment before she blushed and tried to hide her body.

"Y-you shouldn't see my body like this till after the wedding." Looma said as her eyes locked on his bulge. It was small for a tetramand but the idea of her love seeing her started to turn her on. She picked up the human staring at her. "Though...I must admit I find this premarital meeting quite...exhilarating."

"Uh so...um...can I go?" Ben asked, Looma gave a grin gripping his crotch squeezing it lightly. He gulped swinging his arms so she'd drop him. "Don't do that!"

"Why not, is that not why you snuck into my room?"

"Uh...well...I guess...hmmm…" Ben said pulling up the Omnitrix's plunger dialing up Fourarms before slamming it down. He felt his muscles bulge, an extra pair of arms break through, three small spikes sprouted from his head, he stood about equal to Looma his clothing shifted, he wore the omnitrix on his chest on a harness, and a black speedo that clung to his large tetramand package. Looma licked her lips staring at him.

"Ah yes, that's amazing." Looma said pulling him into a kiss, Fourarms smirked kissing, but unlike with Attea Looma was far more aggressive. He found his ass being squeezed as her tongue explored his mouth. She pushed him to the bed ripping off what little clothing he had on. Fourarms blushed, his long cock was nearly a foot long with soft barbs at the end of the head. He gulped as she pinned him down.

"I-isn't this backwards? Don't I pin you down?" Fourarms asked as Looma giggled.

"Oh beloved, maybe you humans do it that way, but we Tetramands...the woman has all

the control." Looma said biting his neck hard. "Besides at least i'm letting you stay face up."

" What?" Fourarms asked as Looma moved her lower arms, one stroking his shaft while

the other massages his four balls as she kissed down his neck trailing her tongue around his nipple.

"Usually we Tetramand females use a strapon to soften up the male and get them ready

but you came came ready already." Looma said with a grin stroking him more before suddenly stopping. "Though...there is something you must do first."

"What…?" Fourarms asked reluctantly. With a quick repositioning Looma pressed her

dripping red pussy on his face, he gasped for air his tongue pressing on her pussy. Looma purred softly grinding her pussy on his face coating it with love juice. He struggled underneath but she moaned feeling it, she bent over licking his shaft. He struggled trying to reverse things but even while she is being pleasured Looma was very strong. She scraped her teeth on his cock. "Hey no teeth!"

"Oh sorry beloved, I thought you liked it rough."

"That's sensitive!"

"Then i'll give it a nice hug." Looma said moving over and sliding his large cock into her tight pussy.

"Oh damn you're tighter than Attea!" Fourarms groaned, Looma's pussy squeezed more

as she looked at him.

"You've slept with Attea! The frog princess!" Looma yelled.

"Y-yes?" Fourarms whimpered as she started to bounce on him faster.

"Then i'll have to make you completely forget her even if I must break your manhood!"

Looma moaned moving down massaging his shaft. Fourarms moaned as she kept bouncing he felt the pressure inside start to build as he fired off a load inside of her.

"That was amazing…" Fourarms panted as Looma started to bounce faster. "What are you doing?"

"Oh beloved, you think you can stop after just one load?" Looma moaned as she kept bouncing her hips, Fourarms was able to move his hands gripping her ass with one pair while massaging her breasts with the other. Looma let out a moan as she kept going. Hours went by before Looma finally stopped bouncing, she collapsed on the ground her pusy filled to the brim with cum. Fourarms panted and got up, his legs felt like jelly.

"Oh good...you're done…" he groaned, Looma grinned slapping her ass.

"Come on now, you just completed the first step. Now fuck my asshole!" Looma commanded. A portal opened up as Paradox stepped in with a hand over his eyes.

"You've done enough Benjamin. We can leave now." Paradox said grabbing Fourarms and vanished before Looma even turned around.

"Beloved?" She asked seeing the empty room.

On Galvan Mark-II, Azmuth stood on a floating platform, with Paradox as Ben back in human form sat in a pool of ice. He groaned as Professor Paradox checked his Chrono Navigator.

"Well that kind of mess shouldn't happen again." Paradox said with a smile.

"It better not...we could've died out there!" Azmuth scolded.

"And what about me? Looma was going to break my pelvis if that kept going!" Ben yelled.

"Ah yes I forgot to warn you of the...intensity of Tetramand lovemaking." Paradox said with a soft grin.

"So...what's the results?" Azmuth asked as Ben relaxed in the ice. Paradox smiled at first and then his eyes grew wide.

"Oh...oh dear…"

"What's wrong?" Azmuth asked.

"Don't tell me I got to go again with Looma...I think if we try again she'll pull out the strapon!" Ben screamed.

"Do not knock it till you try it Benjamin." Paradox said silencing the boy. "Good news though is that the Tetramand race will be saved thanks to your daughter with Princess Looma."

"That's good…I think…" Ben said as Azmuth got close to Paradox's ear.

"Uh...you care to tell me why you look upset about that?"

"While their daughter will be the savior of the Tetramands...she'll also be a bit boy crazy and create a massive harem out of many of Khoros's males…" Paradox said.

"What's wrong with that?"

"She'll have a stronger libido than Looma did." Paradox said as Azmuth looked at Ben and shook his head.

"Those poor souls…but at least their species will survive."

* * *

Well two down, I'm not sure how well I did on this. I at least had fun writing the non-lemon parts. I'd love feedback and feel free to review who should be up (or if I'm already writing the next chapter who should be put on the waiting list first), I'd also like to know if I should try (never made one on here) to make a poll for that instead. I do hope everyone is enjoying this, and I will put warnings on anything that may be a bit...odder than normal cases.

Thanks a lot for reading, and until next time.


	4. Revonnahgander-Rooks

Liam ran down the street clucking in fear, Rook Blonko chased after him, Ben in his blue furred arachnichimp form Spidermonkey leaped from building to building, his tail posed firing two streams of webbing one forming a wall in an alleyway, and at Liam's feet. Liam leaped but found himself clinging to the web upside down.

"Hey get me down! Ba-baawk!"

"Sorry Liam but you're under arrest, for...what was he doing again Rook?" Spidermonkey asked climbing down his web.

"Liam is guilty of three counts of vandalism, and robbing Pakmar's used armor." Rook said pulling out a pair of handcuffs.

"Seriously used armor?" Spidermonkey asked before shifting back to clucked sadly as Rook handcuffed him, he rushed Liam towards the back of his Proto-TRUK. "Whoa Rook what's the rush?"

"Sorry Ben, I just want to be done quickly so I can go to Revonnah for the Amber Ogia Festival." Rook said with a smile.

"Is it that time again?" Ben asked shaking his head. "Time sure flies huh."

"Yes I suppose it does. I will be leaving once Liam is behind bars." Rook said as he shut the back doors, and goes to his driver seat. Ben smiled and waved as Rook drove the Proto-TRUK away. A soft rippling noise rang behind him, and Ben sighed. He turned around seeing Professor Paradox wearing a pair of overalls with a straw hat on.

"Greetings Benjamin, are you prepared for your trip and to do some good old fashion hard work?" Paradox asked snapping his suspenders. "I even dressed for the part."

"Hard work? Wait...is this about our...secret mission?" Ben asked narrowing his eyes.

"Ah sharp as ever Benjamin. You are completely correct."

"But...I thought they hate me."

"Just Rook's father...will likely hate you more after this mission." Paradox said putting a hand on Ben.

"What does Da have to…" Ben's eyes widened with realization as he looked at Paradox. "She's the one this time!"

"Now lets go Benjamin, we must get you on the Proto-TRUK before your partner leaves the planet."

"Why don't you just take me there?"

"Oh...well Azmuth is convincing him for assistance." Paradox said as a portal opened. Ben sighed and nodded before the two go through.

Back on the Proto-TRUK Rook hummed a Revonnahgander harvest song as a small portal opened, and a wise old galvan stepped out.

"Greetings Rook Blonko, I request a favor of you."

"Azmuth!" Rook gasped with wide eyes the Proto-Truk swerved lightly before regaining control. "You need a favor from me?"

"Yes, I would like to request you to take myself, Professor Paradox and Ben Tennyson to Revonnah for the Amber Ogia harvesting festival." Azmuth said as Rook blinked in shock.

"You...you want me to take you, Ben, and Paradox to the Amber Ogia Harvest Festival? Why?" Rook asked with a quizical expression.

"Yes, the timewalker as well as myself are intrigued by your planet's customs and Amber Ogia. will you do it?" Azmuth asked.

"Yes, of course. It will be my honor I just need to put this prisoner in a cell and we can be going!" Rook said excitedly. After a short drive they reached the transport hub for the Plumber's HQ. Rook parked in a garage where a keypad stood alone, he typed in the command and him and his Proto-TRUK teleported onto the space station where Fistina waited in her white colored armor. "Got a gift for you Cadet."

"Oh you shouldn't have dear Rook." Fistina said as Rook passed Liam over to her. She took him away who clucked at her angrily, Rook turned as Ben and Paradox stood there next to Azmuth.

"When did you…" Rook asked looking at Paradox who was staring at his Chrono Navigator.

"Are we early?" Paradox asked, Rook shook his head.

"No, right on time for us to go." Rook said as Paradox smiled lowering his hand for Azmuth to ride on.

"Then shall we be go on!" Paradox smiled as the group got in the Proto-TRUK and flew off into deep space heading to Revonnah.

After a long trip, Azmuth and Paradox played chess in the back, Ben looked away from Rook throughout the ride. He knew that he had to ask Rook of something very strange during the festival. He awkwardly drank from a water bottle. Fireworks detonated in the air of the planet's sky as the Proto-TRUK flew in, the vehicle landed by the home of the Rooks. Rook stepped out with a smile breathing in his home planet's fresh air. Ben looked over at Paradox and Azmuth.

"Why do they need me for these program of yours? They seem pretty prosperous to me." Ben said.

"Yes, but when was the last time you saw them leave planet other than your partner and his family?" Azmuth asked.

"Uh...not really…"

"That's their issue, the Revonnahganders are too set in their ways...even with their more recent rebellious members. Their bloodlines are becoming too intertwined, in another or two generations they will begin to have the same fate as the High Breed. We need YOU to add just a bit of extra diversity." Azmuth said aiming a finger at Ben.

"So who is our target again?" Ben asked, as Paradox smiled seeing a plumber ship come landing down.

"Ah here she comes now." Paradox said smiling as the ship landed. Ben stepped out staring at the ship as it opened revealing Rook Shar, she was a lovely member of the revonnahgander race, she had shoulder length purple hair, a flower on a white headband, she had amber colored eyes with soft purple lips, her white plumber skirt and shirt on her body over black spandex. Across her lovely C-sized breasts was a bandolier with her plumber badge on the stepped down smiling as Rook, and Ben stood waving at her. The siblings hug.

"Blonko!" Shar yelled rushing to her brother.

"It is good to see you once more Shar." Rook said with a smile holding up his arm.

"Hey Rook Shar, it's a pleasure to see you again." Ben said his eyes drawn to her 'badge'.he lightly licked his lips as she walked by smiling at him and giving a slight wink.

"Good to see you again Ben." she walked down to the home, her brother by her side the two retelling stories of their adventures as Plumbers. Ben's eyes locked on her shapely ass as it swayed walking by. Paradox and Azmuth smiled.

"Ah to be young again." The two said in unison.

After an enjoyable meal with the Rooks, Ben stretched, Rook Ben and Blonko were already asleep for the work the next morning, he waited for the elder Rooks went to sleep. With them asleep he snuck out, he wasn't sure how but he was going to try and seduce Shar in bed. He got closer to their room as he heard a faint noise, he cracked the door open hearing moans.

"No way…" Ben whispered his attention was at max on the amazing sight before him, his face red and a bulge in his pants. Rook Shar still wore her top, but her bottom was exposed, her legs spread wide and her hands on the head of another Revonnahgander. Her younger B-Cup sized breast sister with her long white hair with black bindings, Rook Shim. she put her hands on her sister's thighs, her purple tongue flicked on the elder's clit. Ben watched for a moment as Shim happily licked her sister, her finger moved into the vagina going deep as she purred to the sounds of her sister's moans. Ben looked down to his hard cock in his pant as, he kept watching. He pulled his cock out as he started to stroke his cock while watching. The girls positioned themselves, so they could get their tongues on each other. Shar squeezed her sister's tight ass, Shim moaned as the went on. Ben covered his mouth as he fired a load while the girls kept playing. Ben smiled and took a picture with his phone before returning to bed.

The next morning Ben awoke late, he went out to the fields, the revonnahganders were hard at work with their scythes and harvesters to pull up Amber Ogia. Even Paradox harvesting some with Azmuth studying the fruit. Ben approached as Paradox stuck his scythe in the ground wiping the sweat off his brow.

"Ah Benjamin, so good to see you once again. Quite the workout eh?" Paradox said smiling.

"Yeah harvesting Amber Ogia is a lot of hardwork." Ben chuckled as Paradox put a hand on Ben's shoulder.

"Well it is, but I meant last night." Paradox said nudging Ben. "we heard you with her last night."

"Uh...that wasn't me though." Ben said as Paradox looked shocked, he opened his mouth with a question and then slapped his face.

"Of course, that's why it hasn't seemed to work yet."

"What makes you know it works?" Ben asked.

"When we find you partners we aim for the most fertile times. Now tonight will be the most opportune time. Please Benjamin, be sure to complete our mission." Paradox said his smile turning more serious. Ben nodded as Shar walked by him with Shim winking at him.

"Hello Ben, would you like to join me tonight?" Shar asked with a grin.

"Uh...sure...i'll see you tonight." Ben said, Shar looked shocked and smirked at him. Paradox grinned and slapped Ben's shoulder.

"Congratulations Benjamin, I will see you in the morning. Now if you'll excuse me, I will be skipping to the feast." Paradox said as he stepped through a portal.

Ben sat on a rock, he was texting Gwendolyn back on Earth, the upgrade to his phone from alien technology granted him FTL communication. He looked up to scan his surroundings and saw his partner leaving with his girlfriend Rayona. Ben was tempted to stalk them, what juicy gossip he could get and how many chances he'd be able to tease Blonko in the future. Just as he stood up he saw Shar, she wore a long flowing purple skirt, and a tight tube top around her breasts, she had several bracelets and her hair was tied up in a bun she gave the human a seductive look as Ben walked up to her.

"You look...amazing…" Ben sputtered as she grinned at him.

"Shall we go enjoy the night air?" She asked as she hooked herself around Ben's arm. The two strolled for an hour, the night air was refreshingly cool, most people were turning in for the night. Shar nuzzled herself lightly on his arm as he smiled at her.

"Your very hot Shar." Ben said boldly to her surprise.

"You're not so bad yourself." she said with a smile.

"Oh a contraction, what would your parents say." Ben teased.

"Oh you're right, how could I...just being out late, with a big strong alien man like yourself. Makes me want to be a bad girl." she purrs her fingers crawling on Ben's chest as he smiled at her.

"Mmm what else you want to do bad girl?" Ben asked as Shar grinned.

"Want to know a secret?"

"Sure." Ben answered as Shar pulled him by his arm, the two went around a building and to a small cave between two buildings. Shar pulled Ben to the edge of the opening putting a finger over her mouth shushing him lightly before getting him to peek inside. Ben expected to see something like a stockpile of amber ogia, or technology that Revonnah didn't want. Instead Ben found something better. He saw Rayona with her skirt hiked up holding herself up from the wall by her hands, Rook Blonko in his armor holding her legs up as his cock thrusted into his lover's dripping pussy. The two moaning softly.

"Despite Blonko's respect for the rules, before he left I noticed him and Rayona...Blonko is a bit of an exhibitionist." Shar whispered with a smile her eyes looking at Ben's crotch licking her lips as a bulge starts to form. "I got something else to show you."

"Okay just a moment." Ben said taking a picture of his partner's sexual encounter before following Shar up the rocks. It didn't take long for her to find what she was searching for underneath a hanging cliff edge, Ben could even make it out from the distance the silhouette of a woman masturbating. His bulging manhood started to attack the zipper of his pants with great might as he got closer. He gasped softly when he saw a naked Shim sitting on the ground with her clothes next to her, her back pressed on the stone wall, one hand pinching her perky nipples while the other slid a finger inside. "Whoa Shim?"

"Ben...do you like what you see?" Shim moaned as she slid another finger into her pussy, her sister wrapping her arms around Ben kissing his neck.

"We saw you spying on us last night, never seen a Revonnahgander as big as you Ben." Shar whispered in his ear as Shim crawled to him. "We got to have a taste now."

"Wait but you two are my best friend's." Ben swallowed his words as Shim using her mouth unzipped his pants, his long hard cock coming down and slapping her in the face, she grinning and started to lick his cock slowly. Shar grinned dropping to her knees kissing the other side of his shaft. Ben watched the two girls use their mouths to examine his manhood and sack, their tongues mapping everything out. Ben gently put his hands on their heads as they kissed each other with his tip and upper half of his shaft between their lips. Ben let out a moan as cum splattered over their faces and the two smiled. Shar licked some cum from her sister's cheek looking at Ben.

"Please tell me you got enough for both of us to be filled." Shar growled sexily. Ben grinned as he slipped his hand under Shar's skirt discovering she had no panties on, this just excited Ben as he rubbed her pussy with his hand while Shim was being grinded on by his cock. He started to thrust slowly at first hearing Shim moan clinging to her sister who kissed her happily. Ben moved more and he seemed to regain energy every time the girls kissed. Shar pulled back exposing her tongue trying to wrap around Shim's their breathing growing heavier before Ben rammed his cock deep into Shim. she let out a loud moan, a splurt of orgasmic fluid splashed Ben's base as she fell to the ground feeling the human's cum deep inside her womb.

"That's one down...now for the sexy older sister." Ben said as Shar blushed purring at him her eyes still locked on his cock as she found him mounting her, he lifted her ass up and her face pressed down. He started thrusting hard as she moaned loudly feeling the girth of his cock spreading her pussy walls, he had a firm grip of her ass and slipped a finger into her asshole making her moan more as Ben went hard and hard, his balls slapped her thighs as Shar moaned more and more.

"Please Ben...make me yours….I love your cock so much!" Shar moaned as Ben rammed his cock as deep as he could holding it deep. She let out a howl in ecstasy before pressing herself on Ben kissing him and saying "I've wanted this since I first met you!"

"Damn I need to make you never forget my cock then!" Ben yelled thrusting faster kissing her deeply, he came inside her to her delight but kept thrusting in the sensitive pussy. She moaned multiple times and by the time Ben sat down his balls being dry, Shar looked like she had bathed in cum, and been pumped full like a cream pastry. "Hope you enjoyed it Shar."

"Ohhh yeshh…." Shar said with her tongue hanging out and her eyes rolled slightly by pleasure. Ben smiled at the two who dozed off. He took off his jacket tossing it over them as the two sisters cuddled in their sleep. Ben soon after fell asleep leaning on the wall himself.

After Ben had woken up last, he went to the large gathering of Revonnahganders for their great Amber Ogia feast, Ben smiled waving as he met the others, he saw Blonko and his lover Rayona holding hands and kissing, she would whisper in his ear and based on his blush, must've been something sexual. Ben smiled as he sat with the Rooks for the feast. Azmuth was with them and Paradox who smiled as the two dined on Amber Ogia. Shar and Shim both looked at Ben shyly with blushing smiles as Ben smiled back at them. Azmuth shook his head with a smirk as Paradox wiped his mouth off.

"Now I apologize, but I believe it is time for Benjamin, Azmuth, and myself to be off."

"Wait where are you going?" Rook Blonko asked standing up.

"Secret mission that is only for the wielder of the omnitrix to know." Azmuth said as Rook was about to say something Paradox smiled.

"Do not worry. You have helped us in ways you wouldn't know. Enjoy your time with your family, you are on vacation Blonko." Paradox said as a portal opened up and the three moved in vanishing from the face of Revonnah back to Galvan Mark-II. Paradox opened his Chrono navigator and smiled. "Good show Benjamin, I did not expect you to impregnate two girls in one go but you did!"

"So it's looking well?" Ben asked as Paradox nodded.

"Shar will mother a pair of twins, and Shim will birth a healthy boy, the three of them with Rayona's children will bring a new age to Revonnahganders. One where their species will never risk extinction from inbreeding." Paradox said with a smile.

"Awesome, can I go home now?" Ben asked.

"Yes, we will send you home until it is time for the next mission. You are doing well Ben Tennyson for you have already saved three species this month. May you save the others as well." Azmuth said as Ben stretch, a beam of energy took him and carried him back to Earth. Azmuth turned to Paradox. "So...when will he need to start saving humanity? They suffer a similar risk to the Revonnahgander people."

"Soon first thinker. The next one just needs some time. Why don't you find a good Galvan girl for him, while I go find the next one." Paradox said with a smile, and Azmuth nodded before he vanished into the timestream once more

* * *

So if anyone is curious the human chapter will be either the next one or the one after that, I do have a poll going on that will decide the first human girl and the second place will likely be second instead of doing another poll.  
I will make more polls, and be curious what you think. I have a good list of girls now (thank you for your suggestions), and if their are any species that didn't have any major named girls. Feel free to message me, and if I like the idea i'll put them in as a chapter.  
I'm also if you haven't noticed trying to dabble into some various fetishes with different species, if you have any suggestions for character/race do let me know. I would love suggestions.  
Thanks again for reading, at the rate this is going it'll be my most popular fanfiction yet.


	5. MAGIC-HOPE

Ben sat at Mr. Smoothies with his cousin Gwen or as she prefers Gwendolyn. She smiles at him slurping a simple strawberry smoothie. Ben was slurping one of the experimental chocolate, blueberry, and orange smoothie.

"Only you can enjoy that kind of thing Ben." his cousin jested.

"Or you lack my refined smoothie taste." Ben said with a smug smile his hand on his chest. A pair of fans walked by one wearing a T-Shirt with "Ben 10" on it, and the other a picture of him with her. The two waved at Ben giggling with a smile, Ben winked, clicked his tongue and gave a charming smile his fingers aimed at the girls. One girl blushed and the other hid her face.

"You really like their attention huh?" Gwen asked.

"Yeah, kind of do." Ben said as Gwen scowled picking up a small cloth bag, it had a cross stitch and next to it a button, with a zipper mouth the bag had a face. She held it up to her face.

"No I will not ask him how he did that trick...NO I won't let you out to ask him for you!" Gwen growled at the bag as Ben looked confused.

"Charmcaster?"

"Yes, I don't like her bag being far from me. But she is so annoying! All she ever does is ask about you or talk about you." Gwen sighed putting the bag down on the table.

"Why me?" Ben asked.

"Since you tricked her into the bag. You've been the only thing she's thought about...no matter what she does…" Gwen grumbled blushing.

"What does that mean?" Ben asked staring at the bag.

"Nothing that matters to you," Gwen said as the bag whispered to her more, Gwen's face turned beet red. "Are you...really doing that now?"

The bag whispered again as Gwen slammed the bag down getting up and storming to the bathroom. Ben looked at Gwen and then slurped his smoothie some more, Professor Paradox appeared with a book in hand flipping through the pages.

"Where is that blasted page."

"Paradox what are you…" Ben asked as he looked at the bathroom shaking his head. "NO...Gwen is not going to be on the list!"

"What oh no, no, no Gwendolyn will not be a part of the missions...at least today." he said whispering the last part under his breath. "I am here to give you the tools needed for the next target."

"Which is?" Ben asked as Paradox ripped out a page handing it to Ben. "What is this?"

"A list of special incantations, when you feel the need for it use one of them. Personally i think the top one will be the most useful with the next girl." Paradox said picking up the bag and putting a hand on Ben.

"Again which is it?"

"You were already thinking of her." Paradox said as Gwen stepped out wiping her face who looked confused. "I'm sorry Gwendolyn but I need your cousin and your bag. I will return them to you at a later date!"

"Wait what's going-" Gwen sighed as with a blink of her eyes Paradox was gone her cousin and Charmcaster's bag with him.

In the Ledgerdomain the sky was purple, rocks floated in the space like area, dark trees sprouted sporadically across, pillars of rocks and gems peeking from the islands, a castle in the distance bearing the symbol of a heart was in the distance. Paradox handed Ben the bag and smiled.

"Now Benjamin listen carefully, you will need to bring the bag to the castle, and when your phone says midnight OPEN it. Not one minute earlier nor later at exactly midnight. Do you understand?" Paradox asked. Ben took the bag and nodded. Paradox smiled fixing his lab coat before opening a portal. "Now then ta-ta for now, I have a lot of backtracking to do,, this place always gets me lost."

Ben sighed staring at the bag as Paradox vanished, he held it up to his ear wondering if he could hear anything but nothing. He shrugged and started to walk to the castle. The walk was disorienting a bit with twists and turns on the islands, having to jump chasms and even where gravity was distorted so he was walking on the ceiling. By the time he had reached the castle he had already removed his jacket, sweat had made his black t-shirt cling to his chest highlighting his muscles as he pushed the door open. The creaking of the doors rang through, Ben pulled his phone out and saw it was already 11:55.

"What the it was like four when I left Gwen!" Ben gasped as he set a timer for midnight and sitting down on the edge of the bed. He sighed leaning back until he laid on the bed he thought back to the last time he saw Charmcaster. Charles Zenith the Pungavore that had the show called 'The Most Delicious Game' where he brought almost every girl Ben knew to fight for his hand in marriage. He expected it to end early with maybe three girls fighting for him, but to his surprise he saw multiple girls and more surprising several villains fighting for him. Charmcaster was even one of them, being the first to willingly fly over lava to try and win the flag. Ben shut his eyes thinking about Charmcaster, he had honestly found her attractive even when he first met her back when he was ten. She seemed pretty cool to him, her silver hair in a low ponytail, her magenta colored coat with purple ends, her long purple boots, her wouldn't tell Gwen but his 'awakening' started thanks to her, he took extra long showers to think of her during that summer. He felt another awakening come as his pants tightened, he moved his hand to unzip and play with himself but the phone ringed. He quickly fumbled to grab the bag unzipping it and held it upside down as a magic bolt of purple light shined out.

When the light dimmed down it took a humanoid form, Charmcaster biting her lip, one hand gripping her breast and the other rubbing between her thighs. Her face was coated with a light blush, and a small smile.

"Charmcaster?" Ben asked without thinking, the woman kept going though.

"Mm...yeah...you like it don't you Tennyson…" she mumbled as Ben blushed smiling.

"Your out of your bag." Ben said.

"That wasn't very sexy Tennyson...come on now say something hotter." Charmcaster grumbled as her lower hand rubbed faster, the upper one making a pinching motion.

"Wouldn't it be better to do that without your clothes on?" Ben asked poking her chest. Charmcaster's eyes burst open as she blushed darker covering herself and leaping back on the bed. Ben smiled at her, her breasts when they were younger were C-Cups but now that she's a young adult she must be at least a D-Cup now, her new silver hair now had purple tips, she had gothic makeup styled by the egyptian eye of horus, her lips painted purple with lipstick, she wore a short skirted magenta jacket that now had multiple heart patterns on her jacket in pink outlines, her black tights on clung to her smooth legs. Ben smiled at her waving his hand. "Hey how you feeling?"

"How did...what are you doing here!" Charmcaster growled a mana ball glowing in her hand as he raised his hand holding the bag.

"Whoa I got you out of there Charmcaster, your back in your castle." Ben said pointing at the bag. She glared at him before diving at him grabbing him by the collar.

"HOW DID YOU DO THAT TRICK TENNYSON!" She shrieked shaking his Ben looked at her puzzled.

"What trick do you mean?"

"The one that trapped me in that bag! You do not know any magic!"

"I didn't back then, it's been years Charmcaster I have learned some spells." Ben said with a smile putting his hands on Charmcaster's pulling her hands back. It appeared to be that her time as a totem had kept her from aging. Ben looked in her eyes and the two blushing as Charmcaster let go and pulled back.

"Please...it's been driving me insane I can't figure out how you did it." she grumbled looking down, Ben flipped through his photos on his phone showing one of him with Skurd the Slimbiote bonded to him.

"Back then I had Skurd with me, he was a parasite like being that moved around on me and he hid the totem after taking it from my hand. Though i've gotten better at both real magic and fake magic." Ben said waving his hand pulling out a ten of hearts from his back..

"How did? Was that real magic? Or fake magic?" she asked circling him her eyes on his back as she started to rubbing his back. Ben sighed as her soft hands pressed on his back, she pulled up his shirt. "Give me your shirt!"

"What why?"

"I need to know how you did it!" she said as Ben slipped out and she started to rotate his shirt in hand, she held it up close getting a whiff of his sweat that soaked in. she wasn't sure WHY but she liked the smell, she looked at Ben. "How did you?"

"I figured you'd ask for a trick, so I put a card in my shirt to pull out." Ben said as she clung to his shirt narrowing her eye on him. She eyed him up, he had gotten into better shape over the years she had been trapped. He was even more attractive then she remembered, she looked away. "Charmcaster would you mind if I called you by your real name?"

"Ha, please I wouldn't tell you my real name."

"You wouldn't have to, I heard it years ago."

"Oh really what is it? Mary? Helen? Melinda?" Charmcaster grumbled anger in her voice, as images of Michael Morningstar appeared in her head, mana glowed brightly in her hands preparing to destroy the man in front of her on a wrong answer.

"Why would I think it's that? It's Hope." Ben said.

"Wrong that is not my name!" Charmcaster growled as she held her hands up that charged up, she paused though blinking in surprise staring at him. "Wait...what did you say?"

"Your name, Hope. It is Hope right? I'd say your last name but I don't know that." Ben said as Charmcaster gave a soft smile lowering her arms her mana balls vanishing.

"When did you learn my name?"

"Overheard it once, and it's a cute name for a cute girl." Ben said as Charmcaster blushed looking away twirling her hair around her finger.

"You think i'm cute?"

"Ever since we first met." Ben said as Charmcaster chuckled looking away.

"Then why not say anything on Anur Transyl when your bug friend had a crush on me?"

"At the time I was kind of between relationships and not in a spot where I could ask you out...plus you were a bit...crazy." Ben said rubbing his neck, she giggled a bit before leaning in to him. "I got a question for you...back on The Most Delicious Game...you know the green alien dude Charles Zenith where girls fought for my hand of marriage…"

"Oh right the game show thing…."

"Why did you try?" Ben asked.

"I wanted to know the answer to the trick." Charmcaster said looking away, Ben's glance at her clearly showed had no belief in her words. "Okay...so...maybe…"

"Maybe what?"

"Maybe...I just wanted something of my own...an attractive and powerful guy that I could feel love…" Charmcaster said as Ben smiled taking her hands. "But...I get I can't have you…"

"Well...I will admit right now I can't be loyal to you...but...I do have a favor for you." Ben said looking at her blushing as she looked confused.

"What? Wait are you asking me out and stating you'll cheat on me?" Charmcaster gasped looking bewildered.

"You see...I am working on a project with a time traveler named Paradox and the greatest mind in five galaxies…"

"Oh...and?"

"The project revolves heavily around impregnating women to save their species." Ben said looking at her.

"So what are you doing here with me?"

"Well...I guess they want me to be with you." Ben said staring out the window to the large empty space of Ledgerdomain.

"What why me? I'm a human why would you pick me?" Charmcaster asked crossing her arms.

"Well my guess is...its because you are magic and live in Ledgerdomain...perhaps this could help repopulate this place?" Ben said smiling at her blushing.

"Why do you care?"

"Well it's my job...but as you said you are a human...but...I honestly have always wanted to be with you...but I won't force you. I can leave if you want." Ben said with a smile

"Let me guess you want to chain me up and dominate me don't you?" Charmcaster said looking down.

"What no...why would you think that?" Ben asked.

"That's what Michael did...he loved handcuffing me, making me feel powerless to him as he used me however he wanted…"Charmcaster said sadly, Ben looked at her lightly wrapping his arm around her gently kissing her cheek.

"Michael was a power hungry jerk, you deserved better." Ben said as she smiled at him.

"So...let me guess you want me in control?" Charmcaster asked.

"Are you into that stuff?" Ben asked looking at her.

"Not really…" Charmcaster said looking down. "I'm sorry, guess your not into the idea of being with me."

"Have you...never been with someone in a more normal sense?" Ben asked turning her head looking at her eyes.

"No...every man i've been with has wanted to control me or me be in control...and it never feels good…" she said as Ben smiled slowly leaning in kissing her lips. He wrapped his arms around her as he kissed her softly, she stared at him wide eyed before wrapping her arms around his neck kissing him back. Ben's tongue gently played with hers, he lifted her jacket top off as she panted smiling as Ben smiled at her lovely body a white silk undershirt on her body Ben smiled and gently kissed down her neck.

"You're not going to be rough?" she panted.

"Only if you want me too Hope." Ben replied as he looked at her cutely before kissing her cleavage making her blush more. She panted rubbing herself as he kissed her nipple, her hand rubbing the other one.

"I've wanted this….for so long…" she moaned as Ben smiled slowly sliding her tights and panties off kissing her thighs, slowly trailing his tongue up to her dripping pussy. Ben licked her pussy lightly kissing her clit as she moaned her hand gripping his hair as his tongue wiggled inside her, she moaned more as he lapped her juices up she screamed with ectasy as Ben shut his eyes to the sudden sensation of her orgasmic juices splashing on his face. He stepped back wiping his eyes.

"Like that?" Ben asked as she nodded laying down panting.

"That felt amazing...no one did that to me before.."

"Well I want this to be special for you." Ben said taking off his pants exposing his cock as her face turned red staring at it.

"By Bezel….it's so big!"

"You like it?"

"Yeah...the last guy I was with was Michael and...well…"

"Well what?" Ben asked as Charmcaster gently stroked his cock.

"He was about the size of my thumb and compared to you, he may as well be a woman." she said as Ben smiled kissing her his cock rubbing on her pussy. She moans as he gently thrust i her, Charmcaster wrapped her legs around his waist, her hands clinging to his back as he started to thrust gently. She moaned more growing louder with each thrust, his cock was the biggest she ever had, no boy she was with had ever made her feel so good. She moaned quickly having another orgasm on Ben's cock as he smiled at her. He kissed her lips again as he thrusted more, slowly speeding up feeling his tip spreading her deep her walls clinging to him as she whimpered with pleasure. He thrusted hard deep into her as his cock started to pulse she gasped squeezing her legs on him keeping him in and dug her nails into his shirtless back. He grit his teeth enjoying the pain a bit shooting a load of cum inside her. He pulled out slowly smiling at her sitting next to her. She laid panting with a smile.

"How was that?"

"I loved it...I love you…" Charmcaster mumbled before hiding her face with a pillow.

"I...don't think I should say I love you while i'm on this mission….it wouldn't feel right to do that to you Hope...and I am sorry I did that…" Ben said putting his face in his hands, the bliss he normally felt after release was quickly fleeing his body, until a gentle hand touched his back, he cringed slightly to his still sensitive scratch marks turning to see her with an oddly gentle smile, he could see a bit of sadness as she put her hands on his face and kissed him.

"I still love you Ben Tennyson...if you must do it to save the universe then fine...I will allow you to have other women...but you must promise me you will at least visit once a month and go on a date with me!" Charmcaster said holding up her finger and spoke with authority. Ben smiled kissing her again.

"I'll do my best."

"And...you must always call me by my name when we are alone…" she said blushing.

"Of course Hope…" Ben said gently brushing some of her hair out of her face as she smiled at him. Ben looked over his shoulder. "Huh normally Paradox steals me by now…."

"Do you want to leave?"

"I have to, but if he's letting me stay...want me to sleep with you?" Ben asked putting his head on the pillow.

"But we just made love."

"No...I meant...sleep sleep, we can cuddle as long as Paradox doesn't steal me in the middle of the night." Ben said as Charmcaster smiled at him, she nodded and nestled up against him, his arms wrapped around her and the two fell asleep. Shortly after Paradox and Azmuth arrived.

"Hello Benjamin, congratulations! Between a spell and your success with Charmcaster Ledgerdomain will be full of civilized life again in…" Paradox stopped seeing the two sleeping lovers. "Huh odd he was supposed to be awake, well anyways time for the next one."

"No." Azmuth said swatting Paradox's hand. "Let him rest...it is not wise for us to force him to be with so many women and not be able to have moments like these with them from time to time...we do not want him to become a monster."

"You're right...let us come back later for them." Paradox said as he picked up Azmuth and returned to his portal. "Who should be next on the list?"

"Hmm...we should try to keep his time with the same species spread apart, how about the Kincelerans?" Azmuth said looking at his partner who nodded.

"Yes they are a good choice, maybe the Krahoo too?" Paradox asked as he held up his Chrono Navigator the two discussing various species before vanishing leaving Ben asleep with Hope cuddling to him.

* * *

Well that was it the much desired Charmcaster chapter, I do hope it was worth the wait, for those curious the second place winner was Julie Yamamoto. I will do another poll soon for the fans to help decide the next human and the next few girls. I do hope you enjoy this series, it is slowly becoming my most popular series and getting kind of fun to write.


	6. KINECELERAN-WHEELS

Ben yawned getting up from his bunk on the Plumber station, he scratched his chest walking out of his room. It had been several weeks since he had started his relationship with Hope. He even had his first date with her, she took him to a castle in europe where she spent most of it trying to scare him as if she was a vampire followed by the two having sex once again. He walked down the halls heading for the mess hall, they had as part of a gift for Ben saving the planet for like the fifteenth time since he was made public, it had installed a Mr. Smoothies vending machine for him to use. He entered the cafeteria to see Manny and Alan holding their heads, Manny had several bottles of energy drinks by his side and Alan had a hot cup of coffee. Ben noticed the two seemed exhausted, Manny even tried to pour some of the energy drink down his throat but instead splashed it in his eyes, he jumped to his feet his four hands desperately rubbing his eyes.

"ARGH!" Manny hollered stomping his foot as Alan's head merely bobbed trying not to crash to the ground.

"Whoa you guys okay?" Ben asked.

"Oh...hey Ben…."Alan yawned.

"Ergh...hey Ben…" Manny said blinking multiple times.

"You guys seem tired."

"We are...we've been up for nearly two days straight…" Alan groaned his head seeming to grow heavier and heavier.

"What why? Are you guys doing one of your stupid contests Manny?" Ben asked staring at Manny.

"No...not this time. Its Helen." Manny grumbled.

"What about her?"

"She's possessed!" Alan yelled before raising his hand and sighing. "She won't stop...not even in her sleep…"

"What?"

"Helen has always had moments since she ended up going alien like me, and a few times a year she gets super excited." Manny says as he slumps down against a wall.

"Really? So you've dealt with it before?" Ben asked as Manny weakly nodded before shaking his head.

"She goes super speedy, she gets really excited and keeps rubbing on things. Personally I find it weird and just lock her in her room until she cools down. Once she gets sleep she calms down and goes back to normal." Manny said.

"Huh, have you dealt with it before Alan?" Ben asked looking at the other boy who looked half asleep.

"Yeah...since we became a team i've seen her fits...but never longer than when she sleeps." Alan said resting his head on the table.

"I've only seen her like this once before, about six years ago...I tried to hold her but it didn't work. Pierce told me to wait and not react to any noise I heard before he went into her room. I fell asleep pretty quick but when I woke up she was calm again...he was the only one who knew what to do and him and Helen both refused to tell me…" Manny yawned, a thump was heard as Alan collapsed asleep. Manny looked up seeing a portal open and he tried to stand up. "Looks like we got intruders…"

"Sorry Manual we are no intruders." Paradox said stepping out with his Chrono-Navigator. "I believe my companion knows how to help young Helen."

"Huh?" Manny asked his vision seeing quadruple as he struggled to keep standing. Azmuth stepped out from behind Paradox.

"Your friend has been infected with an affliction that plagues the Kinecceleran race for years now. Her human DNA has been thankfully easing the ailment, but she needs a cure." Azmuth said looking at Manny.

"A cure? Is she in danger?" Manny grumbled as Ben stared at Paradox.

"Don't look at me like that Benjamin, I have no control over what happens to her body." Paradox said as Manny looked at Ben.

"Do you know something Ben?"

"Yeah...I have the cure don't I…" Ben asked bitterly as Azmuth smiled.

"Very smart of you Ben Tennyson. Yes your...ahem...Omnitrix will be able to help provide a cure to her condition." Azmuth said as Manny scratched his head.

"But...Pierce did it without the Omnitrix…."

"It was only temporary clearly that is why you need Ben Tennyson to go alone to cure her." Azmuth said as Manny nodded before collapsing, Azmuth leaped away in a hurry as the Tetramand hybrid slammed in the cold hard floor snoring.

"Azmuth are you okay?" Ben asked looking at the elderly Galvan with concern.

"Yes…" Azmuth muttered before staring at Paradox. "Why must we come at this time!"

"We needed them to be asleep so Ben could do his job without any distraction." Paradox said as Ben crossed his arms.

"Okay so what's wrong with her? I am pretty sure I know what 'cure' you want me to give her, but I want to know why and will I feel like crap about it?"

"The answer is simple Benjamin. She's in heat." Paradox said with a smile as Ben looked confused.

"What?"

"Numerous species, many Earth animals from my understanding go through it as well as numerous species across the galaxy that after certain time enter the prime time for reproduction and the desire to mate and breed can become almost overwhelming." Azmuth said as Ben stared at him.

"You're saying that she just needs to fuck someone?"

"Or merely as you kids say 'get off' either is fine, but for our current predicament we would need your assistance to save the Kineceleran race." Paradox said sitting down and drinking Alan's coffee.

"Why here? Why not K8-E or some other girl of XLR8's species?"

"Because, we need the hybrid DNA. Helen's human traits have perfectly melded with her alien traits meaning that her children will be cured of numerous problems the Kinecellerans will suffer as pure bloods. It is one of the best cases you'll save the race, and given their fast reproductive rate, they will be saved by the end of the decade." Paradox said putting a hand on Ben's shoulder.

"But...she's my friend...this will make things awkward…."

"She already been with her brother. I doubt it will be anymore awkward than you Ben Tennyson." Azmuth said.

"What?"

"You heard the Tetramand hybrid. Pierce Wheels cured her of her condition." Azmuth said poking the sleeping Manny with his cane.

"Fine..do you have any advice?" Ben asked.

"Yes, you will want to be XLR8 for this one."

"Why? Do I need to catch her?"

"Not so much, but XLR8's friction resistence will be very helpful for your little hero." Paradox said smiling as Ben looked down at his crotch. "Or would you prefer it be shaved down like a used eraser?"

"Nope...I'll be XLR8…" Ben said dialing up the desired alien before shifting to the blue raptor like alien.

"Gotta run, got a girl in need!" XLR8 hissed before bolting off, Azmuth and Paradox smiled before XLR8 rushed back in. "We will talk about this mission when I am done."

"Of course Benjamin, but first your date awaits." Paradox said as XLR8 rushed off.

"Want me to make you a grasshopper smoothie Azmuth?" Paradox asked pointing at the Mr. Smoothie machine as Azmuth smiled and nodded.

XLR8 bolted down the halls, several plumbers on the night shift span as he rushed past them. He stopped at Helen's dorm room and quickly knocked on it with his claw.

"Helen it's Ben! Let me in!" XLR8 said as he jumped back and forth from foot to foot staring at the door. He heard a muffled scream and typed in the keypad the override command that him and magisters have. The door slide up and XLR8 saw a peculiar sight, Helen had her clothing tossed around the room, only her green vest on that hid her B-Cup breasts, she was on all fours, her ass pressed on the corner of her bed she had grinded on the pole that XLR8 had never seen one so clean before. He moved in and noticed that anything phallic-like had been coated with a trail of pussy juice and made shine. XLR8 shut the door listening to her moan as she vibrated her fingers on her clit. "Helen!"

"Oh..god….I need to cum…" she grunted as XLR8 stared at her hands, he was glad he was an alien that was able to handle high speed because if she used that kind of speed on his cock he'd be finding himself missing one. She kept grunting as XLR8 shook her and Helen looked at him with lust in her eyes, her helmet fell off showing her short pixie cut blue hair. She gripped XLR8 painting. "Help me….it's unbearable!"

"Helen...you're in heat…"

"I know! I can't get it to stop!" she moaned as she started to rub on XLR8's leg. XLR8 gulped feeling her blue pussy rub on his knee coating it in the warm fluid.

"Can't you just get off? You seemed doing a good job." XLR8 said.

"Oh...Ben I need more...I have gotten used to it…" she grumbled.

"Used to what?" XLR8 asked as she pulled out a box from under her bed while rubbing her thighs together. Numerous sex toys most with a vibrator function was in it. They were in all kinds of shapes and sizes, Ben recognized a few from his own time such as a Tetramand, and Incursean. One looked like a tentacle, another seemed like a rock shard, one had a large bulbous knot at the base making Ben wonder what it was supposed to be.

"None of them can reach the speeds I need when i'm like this anymore…" she moaned looking at herself in the mirror, her hand returning to the position between her legs. "I hate being like this Ben...I feel like a whore!"

"That's bad i'm guessing?"

"Of...erg...course…" Helen moaned jerking her head back, XLR8 felt his suit seem to stretch a bit, he looked down and saw a point forming between his legs.

"Huh..kind of thought I didn't have one." XLR8 said as he poked the spot. "Helen...I can help you...but you might not think of me the same way afterwards…"

"I don't care Ben...i'll do anything to stop this sensation…" Helen moaned as XLR8 nodded and opened a pocket in his skin tight suit exposing a long sleek cock with black stripes on it. Helen's eyes lit up as she saw it rubbing it on her face sniffing and kissing it to XLR*'s shock. "This is it...this is what i've been craving!"

"You've been craving cock?"

"Not just any cock...this magnificent one." Helen sighed with joy as she spun her tongue around on it, XLR8 gasped as it felt like his cock had entered a vacuum he stared at Helen who was bobbing her head down at high speeds. XLR8 moaned as she kept going cumming in her mouth as she happily drank it all. "Delicious!~"

"Is that enough?" XLR8 asked as she bent over her tail raised.

"Please Ben, be my hero and save me from this torturous pleasure!" she pleaded as XLR8 sighed pushing his cock against her pussy, his cock seemed to instinctively start to vibrate to her pleasure. His cock moved slowly inside vibrating at the right speed for her, just as she seemed to adjust to his cock's rapid movements the speed sped up or slowed down, combined with his forceful rapid thrusts. She moaned happily her tail wrapping around his leg as he kept going she moaned as she started bouncing back on his cock. The two started to moan as XLR8 clung to her getting his cock deep feeling it pulse more.

"Helen I can't last much longer!" XLR8 moaned, he had never felt so much pleasure in a short time, his entire body started to feel like it was vibrating.

"I LOVE YOU BEN!" Helen moaned loudly as a powerful orgasm erupted from her, she screamed in bliss waking up numerous plumbers on every floor as XLR8 shot a load into her womb. He pulled out panting as Helen collapsed muttering only three words. "Thank you Ben…"

XLR8 panted his cock was limp and he stuffed it into his suit, he kissed her forehead and raised her blanket over her before closing her door and bolting back to the mess hall. In a flash XLR8 saw Paradox and Azmuth slurping through straws as XLR8 shifted to Ben who fell to his knees.

"Ugh...my legs...can I get a smoothy?" Ben groaned his legs twitching slightly trying ot move at high speed again.

"Of course Benjamin, I just sat down to drink mine." Paradox said getting up.

"What? How long does it take you to make a smoothy?" Ben asked looking up as Azmuth burped slightly.

"Approximately three earth minutes."

"Wait...are you saying that intense fuck was only three minutes?"

"Yes, quite impressive Benjamin most Kincellerans burn out of stamina during intercourse within one." Paradox said as he dispensed Ben's smoothie into a cup.

"So...Helen's going to be out of commision for the next month isn't she." Ben said looking down. "I feel kind of bad I didn't even ask if she wanted to…"

"Do not worry Ben Tennyson. Kineceleran have very brief development far shorter then humans for sure. By next month she will be fine and your son will be zipping around in two." Azmuth said slurping again.

"Wait what?!"

"Yes Kineceleran when they reproduce they spend a week sleeping and eating, they then lay their egg and put it somewhere warm, by the next week the newborn will hatch and the mother starts to teach them to walk. By a month most know how to reach ten miles per hour safely." Paradox said as he walked over to Ben with a half full cup. "My apologies Benjamin, we do not have the time to give you a full drink. I will though ask you a question."

"Uh...what…" Ben said trying to picture the process Paradox just described.

"What do you think of the Krahoo chieftess Ester being single?" Paradox asked with agrin.

"Ester is single?" Ben asked blushing and looking into his cup, Paradox smirked he had poured a pink smoothie with light purple spots, with white foam. It was a crude image, but it was clearly supposed to be Ester's face.

"Yes, just as you and Kai have had a falling out. So has her and Antonio." Paradox said

sitting next to Azmuth.

"How did you know me and Kai...right time traveler…" Ben said rubbing his forehead.

"Don't worry though, you and Kai will make up sooner or later." Paradox said Ben

paused to ask a question but once again Paradox was gone with Azmuth as well leaving only two empty cups. Ben sighed looking at Manny and Alan, he grumbled shifting into Humungousaur picking the two up and carried them to their own rooms before letting out a yawn and returning to his own bed.

* * *

On my profile should be the poll for the fans to vote on who will be the main girl of chapter 10, feel free to vote. I do love when readers comment, suggest, and/or take part in my polls. Until next time, I think you know whose the next girl.


	7. KRAAHO-ESTER

So sorry about spelling Krahoo instead of Kraaho, i'm not sure WHY I thought that but it should be fixed now.

* * *

The day after his time with Helen. Ben walked down Undertown's market alleyway. Ben waved at various aliens. Several girls giggled and waved at him, he smiled and waved back but paused, how long until Paradox and Azmuth wanted him to start fucking them? Ben shook his head, he didn't want to think about that. What kind of person was he going to become? Would he be able to have a normal relationship when it was over? He saw a pair of Kineceleran and an Arachnichimp ran down kicking a ball. Ben smiled at them and found himself at the passage to the Kraaho's village. He took a deep breath he knew he was going to make it to the hottest part of Undertown and he couldn't have made it for long with a jacket on. He moved down seeing the Kraaho villagers, many stayed in their winter clothing that warmed them up, others stood around a magma pit holding their hands to warm themselves up. Ben looked around as he saw the one he wanted to visit. Ester stood ordering others around on moving materials for construction. Whatever she was saying Ben wasn't paying attention to her words, it was an extra hot day, and for a half Kraaho like her must have been extra hot. She was without her usual purple jacket and tights, she wore a two piece brown tunic, it didn't seem to vary much more than the males but her midriff was exposed. She stepped to the side and Ben could see a knot belonging to the loincloth she was wearing. Ben's eyes locked on her chest, he thought she had C-cup breasts in her jacket..but with it off her breast size was closer to F-cup she pointed in another direction her breasts jiggling. Ben's mind started to imagine her naked, her giant breasts pressed on his face. He shook his head waving to Ester.

"Hey Ester!" Ben yelled with a smile.

"Ben!" Ester said with a smile leaping down to his side, her breasts bouncing more, must be due to their rubber like bodies that makes them so bouncy. She wrapped her arms around and hugged him, he felt the two large squishy mounds pressed on his chest, he never noticed how nice they felt during hugs given her usual thick jacket. "What brings you here?"

"Well I wanted to visit you, and got to talk about some things." Ben said as Ester nodded.

"Let me get my jacket, we could go for a walk."

"Actually I wanted to talk to you in private…" Ben said blushing and she looked at him confused and nodded.

"I will be having a private meeting with Ben, please don't disturb us." Ester said as the Kraaho nodded walking off, one spoke in their native tongue saying that she can call for help if needed. She took Ben's hand and guided her to her private hut, it was a simple looking home with metal rods holding it up, a large two person cot with a comfy mattress on it, several framed pictures showing Ester with Ben, Rook, Kai, and a shattered one with Antonio where it had been ripped out.

"Did you two have a rough break up?" Ben asked looking at the damaged Antonio picture.

"Yes...Antonio wasn't the kind of man I thought he was...he was a real jerk in reality…" Ester grumbled.

"What happened? You can tell me anything." Ben said with a smile putting a hand on her shoulder.

"Well...after a few years together...I finally thought we could...um...you know…." Ester said blushing.

"Oh!"

"Yeah...but he was really rough when I considered changing my mind...but I gave in, when he went in he screamed and called me things like frigid…" She said sadly as Ben hugged her.

"Oh Ester...i'm sorry…."

"He was my first...and the bastard dumped me after that!" Ester growled, Ben rubbed her back. "I wished it could've been you…"

"What?"

"I know it's stupid I still have feelings for you...you and Kai destined together and dating…" Ester grumbled.

"Yeah...me and Kai kind of broke up…"

"What why that's horrible!" Ester said looking at him nervously.

"It's fine, I dumped her."

"Why?"

"She's...um...too into my aliens…" Ben said looking down. "Besides i'm worried about you. Are you okay?"

"Well her lost...your human form is your cutest one in my opinion." Ester said wrapping her arms around Ben. he looked at her.

"Ester...are you okay?" Ben asked again as Ester sighed.

"Yeah...it happened almost a year ago...shortly after your eighteenth birthday." Ester said as Ben looked at her with confusion. A year? His birthday was just last month. He paused and sighed looking at his phone quick checking the date. All the missions Paradox's been sending him he must've been sent to a different point in time disorienting his sense of time. He grumbled how much of his life was being changed thanks to Paradox's missions. Ben looked at Ester and gently kissed her lips to her surprise. She gently pushed him back looking at him.

"Ben why did you do that?" Ester asked with confusion.

"Ester...I wanted to do that, but I got to tell you something…"

"What?" Ester asked as Ben took a deep breath before telling her about his mission to save species, Ester blushed as Ben went into detail about some of the women he had been with as Ester blushed dark. "So...you're going around the galaxy fucking basically any woman that can get pregnant?"

"Apparently...though I am trying to make it as enjoyable for everyone I can." Ben said with a smile.

"Well...I guess I already had my first...and I wouldn't mind having fun with you." Ester said as she took her top off, her pink breasts fully exposed with soft purple nipples. Ben stared his hands instantly grabbing and squeezing them as she smiled. "Oh you seem eager."

"Sorry...you've got the biggest breasts i've ever seen." Ben said pinching her nipples. "Are you sure you want this though?"

"Says the guy playing with my tits…"

"Sorry."

"I'd be lying if I never fantasized about you Ben…" Ester said as Ben started to lick her nipple twisting the other.

"Same...i'm sorry I can't be a loyal boyfriend after this though…" Ben said gently biting her nipple pulling a bit, he smiled watching as her nipple stretched longer than he expected. She grinned as she unzipped his pants and started to stroke his cock.

"When you're done with this mission, we can talk about that...for now...let's just have fun." Ester said kissing Ben's head as she stroked faster. Ben stepped back holding his cock as Ester spread her legs exposing her pussy for him. He smiled as he gently rubbed his cock on her listening to her soft moans.

"Huh...you don't seem very frigid to me." Ben said as he started to move his cock inside her.

"Thanks Ben…" she grunted feeling her tight walls spread as Ben got deeper, a shiver ran through his spine as Ben stopped not even halfway in. "Why'd you stop?"

"Cold…" Ben shivered pulling his dick as it was slightly blue and limp.

"Oh no...you think i'm frigid too don't you…." Ester said sadly as Ben looked at his shrunken manhood. "I knew it...we Kraaho women are too cold inside for other species…"

"Hold on Ester I got an idea." Ben said rotating through the Omnitrix's playlists. "If a human dick can't handle the cold…"

"Huh?" Ester asked as with a bright flash Ben turned into Heatblast, his rocky skin glowed between the cracks, his cock widened with a rocky base, steam rising as he looked at her smiling. Ester wrapped her arms around and nuzzled his neck. "So warm…"

"Maybe a HeatBlast is what we need eh?" Heatblast chuckled as Ester kissed his rocky parts.

"Mmm...I still think you are cuter as a human...but this warmth is nice…" She purred as Heatblast placed his glowing cock between her thighs, she panted more her legs started to turn to a hot pink. She spread herself lowering herself down on the warm cock, she wrapped her arms around the man bouncing on her moving her tongue into his mouth. He didn't really have a tongue but his hot saliva clung to her cool tongue. She bounced faster his cock going deeper in and she winced in pain as blue blood trickled down the cock with pussy juices.

"Is that blood? Ester are you alright?" Heatblast asked looking at her worried as she gave a nervous smile.

"Y-yeah...uh...remember when I said Antonio was my first?" She said.

"Yeah?"

"Well...he couldn't get farther than the tip….so he never broken the hymen." Ester said looking at Heatblast who seemed surprised.

"So...I took your virginity?" He asked as she nodded.

"Then let me try to make it an enjoyable experience." Heatblast said as he moved slowly deeper her moaning in his ear. He squeezed her ass bouncing her faster on his cock, she moaned louder as he drooled a bit dropping onto her ample breasts. She moaned as she looked at Ben.

"P-please...more of that." she panted as Heatblast looked at her before spitting his molten saliva on her as she grinned shivering slightly on it. He shrugged as he just thrusted faster inside her, he slid his finger into her asshole feeling her tighten on him more. He buried his face in her massive tits flickering a tongue like flame on them, she shivered and moaned tightening more on his finger and cock. Heatblast moaned as his cock started to pulse.

"I'm going to cum…." Heatblast moaned as she panted nodding rapidly.

"Cum in me...we can cum together"! She moaned as Heatblast kissed her again shooting his thick steaming load inside her. Her juices landed on his body evaporating on his skin as he pulled out spurting wax like cum on Ester. She laid smiling rubbing her hand on the glob on her body before lifting a bit with her finger and stuck it in her mouth licking it clean. "That was amazing…"

"Are you okay? Do you need anything?" Heatblast asked looking at her as she scooped up some cum dripping out of her pussy before lapping it up.

"I love it...please tell me we can do it again sometime…" Ester said breathing heavily.

"Sure, but you know i'm going to be with other women too right?" Heatblast asked shifting back to Ben.

"For now...you got a mission. But when its over we will have to have a talk about this kind of thing." Ester said kissing Ben's cheek, he smiled at her as they hugged. "Now you should go...I need to clean up before getting back to my people."

"Yeah, um...text me whenever or call." Ben said with a smile as he zipped up his pants before leaving the her hut with a smile. Perhaps if things were more like Ester and Hope this wouldn't be so bad after all. Thoughts of the girls he's met over the years flood his mind as he headed home, who was next? Another human? An alien? Who knows but the idea was starting to excite him.

* * *

Another girl had her time, I have a poll going on for the chapter 10 main girl. it will be down shortly after I post chapter 9. I hope you all are enjoying so far, thanks again and until next time.


	8. GALVAN-Luhley

AUTHOR'S NOTE: So a little clarification, my schedule of once a week. Is a MINIMUM of one chapter (even if it is short) will be posted a week. I post these chapters almost as soon as I complete writing them which can take up to three days if I am being slow. I will try to keep them spaced out, but while their IS a plot, Ben is going to be spending time with a lot of girls, and only SOME will be a real part of his harem, while others are just going to be One Night Stands (some of these will be changed based on how you the readers seem to respond).  
Now on a lighter note. Over only 7 Chapters in nine days, my views/visitors was far higher then I ever expected for my FIRST lemon, over 5K views, and over 1.5K visitors. That means A LOT to me, and I do hope you are enjoying it and will stick around. The more fans read, and the more feedback I get the more passionate I am over this project I started as a whim.  
Thank you all for reading, now if you were kind enough to read this, I will shut up until the end of the chapter.

* * *

Azmuth sipped some galvan tea as he stared at a screen in his lab. He tapped his chin moving symbols around trying to solve a problem in a terraforming device. When Paradox suddenly appeared, he turned his head looking at the time traveling human.

"Hello Time walker...what brings you here?" Azmuth asked.

"It's about the Breedatrix project." Paradox said as Azmuth blinked and nodded.

"Right...what about it? We have already saved the Kinecelerans, Kraaho, Incurseans, Tetramands, Revonnahganders, and thanks to Ben and Charmcaster's magic Ledgerdomain already has a small village of humans thriving. What else is left?" Azmuth asked.

"Well for one, the Galvans."

"You were serious about me finding a galvan female for Ben Tennyson?!" Azmuth gasped.

"You mean you didn't believe me?"

"NO Galvan has the ailment that the other races did!"

"Yes, but the issue is not as prevalent given how long your kind lives, but the issue is...once you perish the Galvan race will start to suffer a severe drop in population." Paradox said as Azmuth stomped his foot.

"Then I will transfer my consciousness to a clone like I did with my father!"

"You are aware that your clones are all infertile correct?"

"What...I…" Azmuth looked down. "I never considered using the clone body for reproduction…"

"Yes, and the Galvan race will suffer greatly once your clones become unusable after three times." Paradox said as Azmuth paced around and aimed a finger at Paradox.

"Then why are you here? Why not get Ben Tennyson?"

"Unfortunately there is someone trying that does not understand the importance of Ben's mission and trying to ruin everything."Paradox said holding up his Chrono-Navigator. "Right now he will be trying to deal with Ben's love life…"

"You are joking…"

"Not at all, I am going to try and capture the interloper, while you bring Benjamin here and save the Galvan race!" Paradox said jumping through a portal before Azmuth could protest further. He sat in a chair tapping his chin before sending a signal to various galvan women to come to his lab.

Azmuth floated in a chair as three female assistants came in his chamber. They wore matching white tunics with a single black stripe down the center. They had tendrils on their heads, each styled differently, one with pigtails, one with a ponytail, and the third with a mohawk pattern.

"Yes first thinker?" The mohawk girl asked stepping forward her hands together in a respectful .

'I need you to do something very serious…" Azmuth said looking at the three. "You are my most beautiful assistants, and I request for your aid in saving our species."

"Saving the species sir?" the pigtailed one asked tilting her head.

"Yes...I have discovered that in only a few generations are species will risk extinction." Azmuth said as the three gasped.

"Your joking right sir?" The Mohawk girl asked.

"No Una, I fear it is true."

"Then how will we save it? Are we to search for a medical cure?" pigtails asked.

"No Duoz, a simple ointment or other creation we can will save us I fear."

"Will the cloning method we used for your father save our people?" ponytail galvan asked as Azmuth slapped his face.

"Treya...none of our methods will work. You think I haven't tried these options?"

"Sorry sir...but why us?" Ponytail asked.

"I know how to save our race, it is through reproduction." Azmuth said as the three gasped blushing looking at Azmuth.

"Ah sir...are you still capable of such a task?" Una asked looking at him as he rolled his large eyes.

"Not with me...I lack the genetics to save our race."

"Then who?" Duoz asked looking at him again.

"The savior of the universe, the wielder of the omnitrix, the human Ben Tennyson." Azmuth said snapping his fingers as an image of Ben Tennyson jogging in a white shirt, and green gym shorts the three blush looking at him.

"He is so big…" Una asked, Duoz shivered a bit.

"Do you think we can handle him?"

"Won't we die from a specimen his scale?" Treya asked as Azmuth snapped his fingers showing an image of Greymatter.

"That's fine, we will use the galvan Omnitrix sample Greymatter will be used. You three should be able to help then. The three whispered to themselves and nodded with determined looks.

"We understand First Thinker, we will do as you say and save our people!" Una said boldly as Azmuth smiled.

"That's good to hear, I will go you may teleport him as you desire." Azmuth said leaving the room, the three galvans stared at Ben blushing again.

"He does make a cute Galvan." Duoz said.

"Yeah, though I am curious how big he is we don't often get to study reproduction of other species often." Una said smiling.

"Wait...we are to be the mothers of the generation that will save our species right?" Treya asked. The other two nodded.

"Yeah?" the asked in unison.

"Well why we are all smart and beautiful...shouldn't we ensure our people have strong next generation. Shouldn't we have a noble soldier with us?"

"Do you have one in mind?" Duoz asked.

"Yeah I can only think of male soldiers." Una said crossing her arms. Treya rushed to a computer and started messaging a galvan woman.

"Well my friend from school, before she joined the military would be it." Treya said as the screen showed a female Galvan wearing a white plumber uniform with a helmet on her head on goggles perched atop. She smiles waving.

"Hey Treya what's up?" she asked as Treya clasped her hands.

"We need your help Luhley, Azmuth has tasked us with a task that we think you would be helpful for." Treya said looking at the galvan with a smile as she nodded.

"You sure? You were always better than me." Luhley said as Treya looked at Una and Duoz.

"Please!"

"Okay fine...i'll be on the first shuttle over." Luhley said reluctantly before Treya with a large smile hit a button. Luhley looked confused for a moment before teleporting to the room with the other galvan blinked as Treya hugged her tightly while Una and Duoz started to type for the next individual for them. Luhley blinked looking confused. "Uh...what is going on?"

"The specimen we must perform the experiment to save all of the Galvan race." Una said hitting the button as Luhley noticed the image of Greymatter and the feed of Ben before he vanished. Ben in no time was teleported to Azmuth's lab where he still in motion ran into a wall falling down holding his nose.

"Ow! What the hell?" he asked looking around and saw the Galvan women.

"Ben!" Luhley said blushing. "What is he doing here!"

"He is the specimen we are to work with." Una said walking up to the human rubbing his arm. "My he has more muscle then I expected."

"Wait who are you girls?" Ben asked standing up taking Una high up.

"My apologizes Ben10, I am Duoz, this is Treya, the girl clinging to your arm is Una and I believe you have already met Luhley." Duoz said pointing a finger at everyone as she said it.

"Wait...save the galvan race...specimen...YOU DON'T MEAN!" Luhley gasped eyes wide her face blushing brightly before she lowered her mask to hide herself. "I can't believe you need me for this!"

"We need someone strong and your the strongest girl in the galvan army!" Treya announced putting a hand on her friend's shoulder.

"I left the army to be a plumber though…"

"It doesn't matter. We think you will be ideal for saving our people." Treya said as Duoz and Una were crawling on Ben feeling him up, Ben sighed hitting the omnitrix turning into his small galvan male staring eye to eye with Luhley through her mask. Duoz and Una clung to Greymatter kissing his cheek.

"Ladies please what are you doing!?"

"We are getting you ready for some real fun." Una said kissing down his neck gripping his crotch. Treya grinned as she rushed over joining. Luhley watched blushing as Greymatter started to have fun with them. She wanted to look away she couldn't mesmerized by the site.

Kai wearing her orange jacket, and khaki shorts walked down the street, as the white armored hero from the future Spanner appeared behind her he rushed up to her grabbing her turning her around.

"Kai!" Spanner gasped looking at her who stared at him confusion.

"Spanner? I haven't seen you in years…" Kai said blinking in surprise.

"Really? How many? Time travel kind of makes it hard to know when we last met." Spanner said as Kai looked up.

"Uh...almost three and a half years." Kai said as Spanner nodded looking at her.

"So wheres Ben?"

"Like I know. We haven't talked since his eighteenth birthday." Kai said as she started to walk off Spanner rushing to her side. "Not that I care anyways."

"W-what? Why? Aren't you two dating?"

"No, he dumped me claimed I didn't love him enough." She grumbled as Spanner tilted his head.

"Why did he think that?"

"He thought I ONLY wanted him for his alien forms…"

"Well you do kind of only compliment him as an alien…"

"He knows i'm messing with him!" Kai said as Spanner stared at her. She looks down sadly. "He didn't did he…"

"Apparently not, my future is changing...and I tracked the distortions to have started when he turned eighteen." Spanner said looking at Kai. "And I feel you two breaking up might be the problem."

"So you are not forcing us together because you said we should be…" Kai said as Spanner prepared to speak to her again, but Paradox tackled him as he let out a small scream before the two vanished into another portal. "Spanner?"

Back on Galvan Mark-II, Luhley snapped out of her shock from watching, the naked Greymatter with the Omnitrix sticking out of his back, the other three girls had gagged him and tied him to a table, Treya panted as she collapsed off of him being the last of the three to have him cum inside. Luhley sighed using her jetpack to fly to Greymatter ungagging him and releasing him from the table as he gasped.

"Thanks Luhley...so what are you doing here?" he asked looking at the other three galvans leaking his cum. "I feel so used…"

"I'm sorry Ben, Treya was a friend and she asked me to come help save the Galvan race, and then you came in and they just went at you and...and...I am SO sorry!" she said bowing apologetically.

"No need, just glad you didn't do that to me. Then again I guess you are with Driba right now aren't you." Greymatter said as he looked for where the girls hid his suit.

"It was only a few dates...it didn't last long...he kind of got possessive..." Luhley said as Greymatter lifted up a lid looking around.

"Oh that sucks...did anything show it?"

"Well...uh...remember the gameshow we were on?" Luhley asked as Greymatter paused suddenly.

"Yeah…"

"Well...Driba saw that I was fighting for your hand of marriage...and he got mad at me…"

"Were you two dating then?"

"We went on one date."

"So...think it was a little fair for him."

"Well...I didn't know you were available, and open to aliens." Luhley said as Greymatter paused, the Omnitrix started to flash red.

"What does it matter?" Greymatter asked as his omnitrix beeped more.

"Well...if I knew you were so open to aliens...I would've asked you out instead of Driba." Luhley said rubbing her hands together as Greymatter vanished with a flash. Ben stood standing fully naked Luhley's eyes locked on his massive human cock, she stared in awe getting aroused at the thought of the cock that stood as tall as her. She bit her lip behind her mask, before making a confident nod. "Would you like to go out with me Ben?"

"You're asking me out?" Ben asked looking at her, his cock swaying Luhley's eyes following them eagerly.

"Yes!"

"I'm kind of in a relationship with a few other girls already…and Azmuth and Paradox will probably want me to be with others as well." Ben said as Luhley flew up to him, she forced herself to pull her head up to look him in the eyes removing her mask to look into his eye.

"Then...I wish to be one of the girls!" Luhley said with a determined look and the human sighed kissing her forehead.

"Okay...I'll shift to Greymatter again." Ben said as he looked at the timed out Omnitrix. "Well when it times out."

"No...I want...to be with you as is." Luhley said putting her hands on his cheeks kissing his lips to his surprise. Ben looked surprised as she moved back and started to strip out of her uniform, exposing her tiny slender grey body, for a Galvan she must have had B-cup breasts with no nipples, she had an hourglass like shape, she smiled only wearing her helmet as she made a sexy pose. "What do you think?"

"Uh…" Ben wanted to say no, but to his dismay his cock started to grow and stiffen again. Luhley watched as a trail started to trickle down her legs, she licked her lips.

"Please sit big boy." Luhley said as Ben nodded sitting down his hands on the ground behind his back, she leaped down and gently climbed on his leg before starting to dance seductively for him. He watched her hips swing and sway as she started to wrap around his cock dancing on it as if it were a pole. She kept a firm enough hold under the head of his tip as she slowly twirled around his shaft, slightly rubbing her small breasts and pussy on him as she kept performing her dance. Ben couldn't help but smile and laugh inside who would have thought the first pole dance he'd see in person would use his own cock as the pole. She stuck out her tongue licking his tip as she clinged to it moving up kissing the slit of his cock. Ben watched her chewing his lip as she started moving the head in her mouth, she barley could fit the entire thing in her mouth as she gagged slightly before pulling back coughing.

"You okay Luhley?" Ben asked gently rubbing her but she moves his hand away.

'Y-yeah...I just...want to make you feel good." Luhley said looking at him wiping some drool from her chin.

'So you tried to give me a blowjob? My cock is taller than you." Ben said as she climbed on his cock. 'What are you doing…"

'I always wanted to try it with a cock this big...I know it's stupid but…" Luhley said as she started to grind on tip. "Please use me as a cock sleeve!"

'What?"

'I said I want you to use me asa cock sleeve, masturabate using my tiny pussy!" Luhley demanded as Ben stared at her, he knew from her eyes she would just argue with him, he made a serious face that made her shiver and smile as his hand her by her torso as he started pushing his tip inside. She moaned loudly as his tip started to go inside Ben's tip alone was bigger than an average Galvan cock, she moaned more as his shaft slowly moved in and stopped when a third of his cock was in, Luhley's eyes were full of blissful lust, her teeth gritting as she jerked from the pleasure. His cock had filled her up, even making her body swell a bit from the cock. Her body twitched on his cock as she whimpered something that sounded like 'more'.

"Fine if you want this...i'll give it all that you can take!" Ben said as he started stroking his cock with her, he would be lying if he didn't find it pleasurable. Her tight body tightened on him, her juices overflowing from her stuffed pussy. She moaned gasping with each of his strokes, he moaned softly keep going staring at her, he loved her reactions so much, he kept going feeling her orgasm time after time, she started screaming in pleasure. Luhley knew that she could NEVER be with a Galvan male after this, and she didn't care. Her eyes fluttered as she moaned louder, she pulled her head back letting her tongue hang out and eyes roll over as she felt Ben start to pulse inside of her. She wanted to beg for more but her mind was blank from the ecstasy he was causing in her. Ben let out a moan firing a stream of cum, quickly filling her tight pussy swelling her up more and even launching her off his cock with a final moan from the two. Luhley landed on the floor sperm erupting like a geyser from her pussy as she twitched and moan, Ben approached her with a concerned look. "Luhley are you okay?"

"Svoooo…..good…." she moaned as the sperm started to pool around her.

'Luhley...I think you might need a doctor."

"NO...just give me some time to rest…" Luhley said shutting her eyes, Ben stared at her and sighed with relief when it was clear her breathing was returned to normal. The doors opened and Azmuth stepped in with one hand on his face to hide his large eyes.

"Please tell me you are finished." Azmuth said keeping his eyes shut.

'Hey Azmuth...do you know where my clothes are?" Ben asked as Azmuth sighed.

"Come with me...my robots will tend to the girls, and I will get you a new set of clothes…" Azmuth turned and walked off with the still naked human following him, a slight trail dripped from his cock from Luhley's juices and any remaining cum still coming out. It didn't take long before Ben stood in a room with a giant machine with various tools that started to whirl and study him.

'"So Azmuth...did it work?"

"I would hope so. It bothers me that we Galvan couldn't fix this without your assistance Ben Tennyson." Azmuth said hitting a button as the machine stopped whirling and studying and started to spray a black and white foam on Ben who shielded his eyes. The foam only went on for a few minutes if that before the machine died down and went into a dormant state, a mirror arose so Ben could get a look at himself. He lowered his arms and saw he was in a fairly tight black outfit which hugged his package a bit more than he liked, a white tunic like shirt covered his chest and shoulders and covered just enough of his legs to feel that the tights wasn't exposing his manhood.

"Thanks Azmuth. Where is Paradox he normally sweeps me away or sends me to the next girl after this…" Ben said rubbing his crotch a bit, the tight galvan pussy was a bit much for him the tip of his cock feeling sore.

"Well...we know how the Timewalker is, he will be gone for however long he believes he should...I will tend to the women you fertilized...how about you go on a break? Recovery, figure out what you missed during the spots of time Paradox took you through, perhaps go on some dates with some of the girls." Azmuth said as Ben smiled.

"Thanks Azmuth...I would kind of like some time to...not have sex...man bet that's weird of a guy to say."

"Well there are at least twenty more women for you to perform the task with, it is only right that you would be allowed to have time to rest and maintain relationships with them." Azmuth said as he snapped his fingers and smiled at Ben who started to fade through teleportation. "Farwell Ben Tennyson, you may keep the clothing."

"Thanks Azmuth, see ya' later!" Ben said as he vanished and Azmuth released a heavy sigh looking in the corner, Luhley stood standing with her Plumber suit draped over her body, a trail of cum behind her.

"So...how did you discover the task?" Azmuth asked.

"Treya told me...after I agreed to help...I got to say it was a bit of a fantasy of mine…" Luhley said with a smile.

"Don't you have a boyfriend?"

"No, me and Driba never really kept dating, especially when I learned Ben was accepting of Alien lovers…" Luhley said blushing.

"You do like him then?"

"Yes...very much so…"

"That is good to hear." Azmuth said putting his hand on her shoulder. "I fear this task we have provided him may destroy him, he needs females that truly care for him."

"Do you...do you know how many girls that do care for him?"

"From my understanding you are the...third? Fourth perhaps? Maybe more but from what I grasp the others may only love him for his title…" Azmuth paused to open a locket in his pocket showing his former lover Zenith. "Do remember, love is a very important thing Luhley."

"I will First Thinker, thank you so much!" Luhley said with a smile hearing Azmuth's blessing, he turned and poked her belly pushing on her womb forcing her to release more sperm with a blushing gasp. "First Thinker!"

"I am amazed you can still walk, but I would like to run some tests on you, and learn for when you will lay your eggs." Azmuth said as Luhley nodded. The two galvans walking off, Azmuth's mind wondering what the future of the galvans was. Luhley thinking how she could compete with the larger girls Ben was most likely to be with.

* * *

Chapter 9 will be a chapter that will try to expand on the plot due to several requests for it, some in the reviews, I am surprised i'm getting those requests but I will try to break up the flow. I think I know who will win #10's chapter. I will also be putting a new poll for a Christmas special since it is that time of year. The Christmas Special Chapter will be released on either Christmas Eve or Christmas Day. If it will be an 'uncannon' event I will be sure to make note of it, but until then.

Also Una, Duoz, and Treya were all OCs, and skipped over on purpose. If you guys REALLY want more of them, and or more details on their time with Greymatter, feel free to request it. Until further notice though...they'll probably never appear again.  
I will also try to put between time skips events that can connect to the plot such as the moment with Kai and Spanner.  
I'm not used to this, and probably should READ more lemon personally to try and spice up the writing more.


	9. Here comes something new

AUTHOR NOTE: So this chapter will have no smut, if that's all you want skip this chapter.

* * *

It has been only three days since Ben was on Galvan Mark-II, his parents had left on a spiritual trip of some kind, they offered for Ben to take but he didn't really feel like going on a trip with a bunch of strangers to a cabin in the middle of nowhere to find inner peace, besides with his luck over the last year the odds he'd be having to fuck one of them was higher than he liked. Rook had been keeping things together on patrols that Ben has been able to rest at home for some time, he heard that Rook was working hard for a pay raise something about a future child, Ben admittedly hadn't paid a lot of attention he wanted alone time the last few days. He let out a yawn and sat up, maybe he should get out of the house.

Ben lazily moved his hand into a drawer rummaging around until he felt the thin green block that was his phone, he pulled it out pressing the power button, it soon shined to life the light projecting on his face forcing him to shut his eyes, he had turned his phone off the last few days so he could have privacy, he heard several quick beeps, five texts from Gwen, two from Kevin, eight from Ester, one from Luhley, and six from Helen. He bitterly flipped through the messages, Helen had laid the egg just as Paradox and Azmuth told him and she had Alan egg-watch till she got a heat lamp to keep her egg warm. She sent several texts about the egg teasing Alan and Manny about it, both seemed to not have figured out that Ben was the father of the egg. Luhley had sent a polite thank you text for the time and hope to see him soon. Ben chuckled since for a Galvan like her 'soon' could be anywhere from a day to a year making it impossible to plan. Ester had sent several messages each one contradicting the last about wanting Ben to come on a date with her, her last one saying to cancel the request since she had to hold a meeting for her people followed by a Kraaho only festival that even Ben couldn't attend. Gwen was asking about the day when he had started his relationship with Hope. The message from Kevin was 'i love you babe' followed quickly by 'crap that was for your cousin!". Ben archived it with a smile planning to mess with Kevin. Ben's phone was at half-charge but he pocketed it and left outside of his room. He was wearing his white hoodie with a green ten over the chest, the zipper dividing it down the middle, his black shirt underneath, his tan pants and tennis shoes tied right. He put his hands in his hoods pocket walking down the street. He could drive but the cool crisp weather made him think it would be better for a walk. He placed a pair of headphones into his ears turning on some music he had picked up from Jerry of Inhuman Resources when he asked for some more cultural exposure. Ben went through the playlist, he didn't want the speedy Kineceleran music, the tribal tetramand, the classical music with a techno twist of Galvans. He had already deleted the Incursean music, it was just a lot of loud sort of off sounding brass and a 'choir' of croaks that really hurt his ears and made him uneasy. He grumbled the images of the women he had been with recently flashing in his head till he found some music he found calming. A very eastern sounding tune with some lyrics that were not translated probably due to the sound being better in its native tongue. Ben kept going down the street pulling out a hand with a fistful of money as he started to count if he could just get some Mr. Smoothie. He paused hearing the music say 'amber ogia' he pulled out his device to see that the music he was enjoying was Revonnahgander traditional music, he smiled trying to relax oblvious to the portals appearing around him.

Four figures wearing dark purple and red cloaks, their faces covered by skull pattern face paint, a heart like ensignia drawn on their forehead, chin, or one of their cheeks. One of the men had long silver hair that draped his shoulders, a red hood hiding his eyes, the heart on his face was placed on his forehead above his right eye. He waved his hands his long flowing robes moving. Ben paused seeing the strangers behind him in a car mirror. A beam of purple mana flew from the man's hands at Ben who rolled away. He grit his teeth raising his arm with the omnitrix pulling up the holographic display.

'Who are you guys!" Ben yelled as the man stepped forward moving his lips, flailing his arms in a dramatic manner. Ben wasn't sure what he was saying but seeing mana starting to glow in the man and his comrades hands. Ben slammed the plunger of the Omnitrix as the mana came flying at him. With a bright flash the mana struct and the group stood in shock of Terraspin who made a grinning like gesture.

"Magic doesn't affect me much!" Terraspin said as he retracted his head into the shell, his legs forming into a triangle like his arms as he floated up. One of the younger robed figures with the heart on her right cheek moved her hands in a frantic gesture to the man.

"Calm yourself Spellsigner!" the man yelled as the wind started to blow on them knocking two of the others as Spellsigner clung to the man who formed a wall of mana to disrupt the windtunnel made by Terraspin. "She told us this might happen! We must hurry before!"

"Get away from him!" a voice yelled leaping down and kicking the man in the head knocking him out from his cover and being flown into a tree from the wind. Terraspin quickly stopped looking at the man who came to help. A teen boy or at least Ben assumed it was a boy, he was wearing white armor, around his belt was a green button he looked at Terraspin before quickly rushing up to him. "Are you okay Ben?"

"Spanner?" Terraspin asked raising his head from the shell at the armored future hero.

"I came to protect you!"

"Protect me? I'm the savior of the universe, wielder of the omnitrix. I don't think I need protection." Terraspin said shifting back to his human form.

"Its stuff that endangers the future. Mine at least, and you need to get back with Kai." Spanner said looking at the man who groaned rubbing his head. "We got to go!"

"What?" Ben asked as Spanner gripped Ben's hand rockets from his feet erupted taking Ben away flying as the man stood up looking up the woman named Spellsigner stumbled to her feet moving her hands to him.

"Yes Spellsigner you are right, this is exactly what she feared...you tend to the others. I will deal with Master Tennyson." the man said jumping into the air, clasping his hands open palmed together, his legs crossed as his eyes glowed with mana as he flew in the air following Spanner and Ben his robe flowing in the air.

"Wait master Hoodoo!" a robed man said, he had shaved his head and his hood fell down he had the heart mark on his left cheek. Spellsigner put her hands on him before signing him again. "Are you sure sister?"

Spellsigner nodded and her brother sighed before making hand gestures muttering an incantation before a portal opened in the air above himself, Spellsigner, and their third partner who was out cold. The portals descended and the three vanished.

Ben and Spanner landed on a roof as Spanner looked over seeing Hoodoo fly towards them. Spanner swore under his breath quickly pulling Ben around a corner covering his mouth before he could blurt a question. Hoodo flew past and Spanner made a deep sigh.

"Man that's good. Last thing I need is to deal with Hex." Spanner said looking at Ben. "Are you okay?"

"That wasn't Hex…" Ben said looking at the robe fluttering in the distance as Hoodoo scanned for Ben and Spanner.

"Really? Who was it with that facepaint?"

"I'm not sure...just know it wasn't Hex. so Spanner you said the future was in danger?"

"Yes the mission you are on...the one that 'Paradox' has you on. It is destroying MY future!" Spanner yelled as Ben gasped.

"What?"

"Paradox is lying to you! You aren't saving the universe you are dooming it!" Spanner yelled aiming a finger at Ben.

"Paradox doesn't lie though."

"Everyone lies…" Spanner growled looking around, he stared at Ben in the eyes though Ben couldn't see Spanner's. "Listen...your 'children' being born is dooming my timeline!"

"Look if that's true then take me to the future and prove it!" Ben yelled pushing Spanner away from him.

"I can't my Chrono-belt doesn't transport more than me...it won't take you to the future. How about you ask Paradox to take you to the future next time!" Spanner yelled jabbing a finger into Ben's chest. Ben scowled something about Spanner raising his voice to him felt WRONG, like he should never raise his voice to him. Ben held up his Omnitrix.

"Spanner if you keep talking like that I will have to use force if you don't calm down." Ben snarled as Spanner took a deep breath moving his hands with the airflow through his lungs.

"Your right...I'm sorry da….er….dude. I am just panicking I mean have you ever had the risk of everything in your universe being removed and possibly changed forever?" Spanner said as Ben gave a nervous chuckle.

"Y-yeah...it's not like that is the most traumatic thing I have ever seen and if I wasn't Alien-X everything would be ruined…" Ben said looking away as Spanner looked confused.

"What?"

"Nevermind, so what is going wrong? Perhaps we can find a compromise to save YOUR future and perform Paradox's mission." Ben asked as Spanner started to pace his hand on his chin.

"Well...maybe but I haven't figured it out yet. The one thing I know is very important is you and Kai. she told me you dumped her." he stopped pacing for a moment to look at Ben. "Did you?"

"Yeah, she didn't care about me. All she cared was my aliens! Did you know she wouldn't even have sex with me as a human despite a year and a half dating." Ben said his words clearly very bitter and upset with her.

"SO you broke up because you two weren't having sex?" Spanner asked in amazment.

"No, we were having sex, just...she wouldn't fuck Ben Tennyson but what he turned into…" Ben grumbled as Spanner blushed under his mask covering his ears shaking his head.

"Okay ew! Didn't need ot know that!" Spanner yelled desperately trying to not think of his parents having sex.

"Sorry...kind of forgot...who are you anyways and why is me and Kai so important to you?" Ben asked crossing his arms.

"You two are my...teachers...and I need you two together to become the man I am today." Spanner said, Ben stared at him in disbelief as Spanner stood nervously.

"There you are Master Tennyson! Your presence is requested!" Hoodoo yelled floating above Ben and Spanner. Ben held up his hand and the omnitrix, Spanner prepared to attack but felt a hand on his ankle. He looked down seeing Paradox dragging him into a time portal.

"We'll talk more in the future Ben! Just remember Kai is the most important woman for the future!" Spanner yelled before vanishing into the time stream with Paradox. Hoodoo blinked in surprise landing next to Ben and coughed into his hand lowering his hood.

'Well with him gone, I would like to state my apologies, my haste to perform my task must have made me appear as a threat to you." Hoodoo said revealing his hazel eyes and the heart on his head. Ben narrowed his eyes and raised an eyebrow.

"That heart...doesn't Ho..er Charmcaster use that as her symbol? And with that face paint it seems like Hex...are you a friend of theirs?" Ben asked as Hoodoo smirked.

"Ah so you are familiar with my father?"

"Your father?!" Ben gasped in shock.

"Yes, Hex and to a lesser degree cousin Charmcaster trained me in magic. I act now as her go to man for tasks outside of her kingdom." Hoodoo said waving his hands creating a portal to Ledgerdomain. "Charmcaster has requested your presence."

"Really? Is that all this is? She wants me to...wait a minute...you seem much older than Charmcaster. How come I've never seen you before?" Ben asked.

"My cousin will explain everything. Now please hurry, she doesn't like waiting." Hoodoo said as Ben nodded knowing how she can be, he stepped through the portal. It felt strange like walking through a wall of honey, the nice crisp air shifted to the strange mana rich air of Ledgerdomain, the ground felt softer than the concrete outside. He sighed looking around and quickly amazed by how different it was. Most of the floating rocks now had purple and green plants growing, some very alien looking flowers sprouting around. The castle stood in pristine condition with purple banners hanging down, several huts and homes of various designs some simple medieval like while others modern american homes. Humans wearing purple, and red robes wandered around primarily. Hoodoo stepped behind Ben waving his hand sealing the portal. "She is expecting you in the castle she has something you will wish to see."

"Okay...whatever…" Ben said as he moved towards the castle. He crossed through the crowd of people, several having stone creatures carrying boxes for them, walking like pets, and a few lacking the magic lines selling things of all kinds, a pair of children ran around tossing weak mana bolts at each other as an elderly man chuckled watching leaning on a knotted staff.. At the castle door Spellsigner and her brother stood at the gate. Spellsigner started to wave her hands around making various gestures with the smile on her face she clearly liked him being there. "Uh...I don't understand...can you speak?"

"No she can't...my sister Spellsigner lost her ability to speak a few years ago. So outside of her hand signs she cannot speak." her brother said as Spellsigner gestured to him, clearly annoyed with her brother's tone before gesturing to the door. "She's saying Miss Charmcaster is inside waiting for you with Tarot."

"Tarot?" Ben asked. As the two looked surprised.

"You mean you don't know of Tarot?" the brother asked, his sister signing the same question.

"Should I?" the two nodded before Spellsigner pushed Ben through the door. "Okay, okay!"

Ben walked inside were Hex stood wearing his nice red coat with white ascot with a spider like pin on it, his braided black hair tied in a ponytail as he smiled seeing Ben with Spellsigner and her brother.

"Ah greetings Ben thanks and congratulations are in order." Hex said with a smirk.

"Congratulations on what?"

"For helping save my home, for saving my niece, and for...well she will explain it to you." Hex said aiming his finger at Charmcaster's room. Ben rolled his eyes moving up the stairs.

"Why do you people just keep telling me to go to her instead of telling me!" Ben whined as he got to her door. He was about to knock when he heard Charmcaster's cute giggle. He smiled putting his hand on the knob before he heard another giggle. A young girl's giggle Ben opened the door peaking in. Charmcaster looked the same as he remembered her from last time, she now wore her crown, but she was kneeling down tickling a young girl no more than eight. She had silver tips on her light brown hair, she wore it long in a ponytail like Charmcaster, she had a purple dress with green details. While her dress was similar to Charmcaster's it was much longer and barley left her shins exposed.

"Beware my tickle attacks Tarot!" Charmcaster said with a smile as she lightly pushed the girl down tickling her more.

"Hahahahehehe stop mommy i'm ticklish!" the girl shrieked with laughter as Ben stood speechless.

"What?" Ben gasped as the girl looked and seeing Ben froze her eyes wide like a deer in headlights. Charmcaster smiled kissing her forehead wrapping her arms around the girl looking at Ben.

"Hey sweetie I want you to meet someone." Charmcaster said nuzzling the girl's face still standing in shock.

"Who is she?" Ben asked. "You didn't kidnap someone did you?"

"No! She is a gift from you!" Charmcaster said holding the girl close.

"What?"

"Her name is Tarot Tennyson. You are smart enough to put things together from that aren't you?" Charmcaster asked staring at her lover watching his gears turn slowly in his brain.

"HOW?!" Ben exclaimed waving both hands down at the girl. "Is that why Hex is here? Why their were people bringing me? Why is she so old? We just started being together a few months ago!"

"For you….here in Ledgerdomain time moves MUCH faster, I was able to give birth and raise little Tarot by myself, while Hex came back home and helped. He has been much better with her than he was with me." Charmcaster said as Tarot blinked and positioned herself to hide behind Charmcaster.

"But how is she so old?"

"Ledgerdomain, humans under the age of ten age at the rate inside of this realm. By the time we reach ten we are stable enough to age by standard Earth time." Charmcaster said standing up. "That's why our little girl is already nine and a half."

"So...why are you babying her?"

"Because she's my little princess, no matter how big she gets!" Charmcaster cooed as Tarot blushed pushing her mother's hands away.

"Mooom! Stop it!"

'Aw you love it when I tease you like that though."

"Not when people are watching…"

"He's not normal people though. He's your daddy. The hero I told you about." Charmcaster said looking at Ben. Tarot stared unimpressed.

"You said Dad was a strong hero who can shapeshift…"

"He is though." Charmcaster said looking at Ben who still seemed to be confused by everything. "Sweetie are you okay?"

"Uhhh…." Ben said his brain crashing, Charmcaster sighed and hugged her daughter before telling her to run off and play with the other kids in the castle. She walked over wrapping her arms around Ben kissing his cheek.

'Oh I know this is a lot...for you its been months...for me though….it has been a decade of rebuilding. Me and uncle found magically gifted people and brought them here to raise their families and lives. Some of them already were expecting which has sped things up. In a lifetime or two we might return to how it was like when I was a little girl." Charmcaster said with a smile looking out of a window at the village below. "I even got a place if Gwen and Kevin wanted to live here."

"Really?"

'Of course. She's family." Charmcaster said as Ben blushed.

"You know we aren't married.."

"Not yet at least. Besides I am a queen here and with Tarot many will assume your the king."

"How did you end up being queen?"

"What would you call a female leader and founder of a magic city that lives and rules from a castle?" Charmcaster joked twirling around and leaning on the stone wall.

"So why did you bring me here? To tell me the success? Or to show me our daughter...who I guess is a princess here...but what about Hoodoo?"

"Hoodoo is Uncle's son….he's adopted. Hex leads most training of our people and advise me during rulings...its been actually really good for our relationship." Charmcaster said with a smile.

"Well that's good….I am glad you are happy." Ben said smiling back at her. Charmaster was tempted to kiss her but shook her head.

"That's not why I told Hoodoo to get you though. While I was with Tarot we accidently cast a spell that saw your future." Charmcaster said with a more serious tone.

"Ah man...more future stuff?"

"Yes...you NEED to do that mission for Paradox. If you don't things will be far worse than just some species going extinct."

"What?"

"Yes...but I cannot go into much detail...except...I think this boy...Spanner I believe is misunderstanding things. He isn't TRYING to endanger things, he is scared...his life is endanger as are many others...but Spanner DOES need to live." Charmcaster said grumbling.

"You sound upset."

"I am...don't like him…" Charmcaster growled as Ben came to her wrapping his arms around her kissing her cheek.

"Why not?"

"Because he wants you to get with someone else...I want you all to myself...I want...I want you to be my king, and be in Tarot's life as she grows more normally." Charmcaster said looking at Ben.

"I...I will try to visit more often Hope, not just for Tarot but for you as well." Ben said lightly kissing her as she smiled.

"Aw...that's sweet...I know about the other girls you know." Charmcaster said snapping her fingers as images of Helen, Luhley, and Ester. "I got a spy spell on you."

"Why…"

"Because if I find out you were just manipulating me I wanted to know so I can destroy you. Plus it's easier to know when a month goes for you then try and use a watch." Charmcaster said sticking her tongue out, Ben impulsively licked her tongue to her surprise covering hre mouth. "W-welll y-you should go...I said what I wanted but I must return to my tasks and you...will have to deal with the new girl I bet…"

'You don't sound happy."

"I'm not…"

"Aw Hope...I told you how this was going to be."

"I know...there will be a lot of girls...but whatever...I am hoping though that Tarot can meet her siblings sometime."

"I'll see what I can do." Ben said kissing her cheek again. "I just got to find them, I already got fourteen somewhere in space."

"What? With who? How do you not know?" Charmcaster gasped.

"Big Chill, apparently when I was fifteen Big Chill was pregnant, they reproduce asexually I have no idea what happened to them though." Ben said as Charmcaster shook her head.

"Very well then, now off you go." Charmcaster said with a smile pushing Ben through a doorway before he found himself falling backwards onto his bed. He laid for a moment thinking about about it all. He wondered what was next, should he still trust Paradox? Should he trust Spanner? Is Hope going to expect ten years of gifts for Tarot to make up for the time he wasn't there? Ben screamed softly burying his face in his pillows before going back to sleep. He just wanted everything to be a dream and go back to normal.

* * *

So I didn't really originally PLAN to do a lot of plot stuff, but I thought this came out well for something that was to be low on plot. I will flesh it out more over time.  
Now I chose to End the poll for the main girl of chapter 10 right before posting this. I am honestly surprised that in the end Eighteight came out on top, but she won.  
Their is another poll for the Christmas special. That will be taken down on the 22nd of December so please feel free to vote on what the chapter should be about.


	10. Sotoraggian-Eighteight

WARNING: This may have sexual content not for everyone.

* * *

Ben ran through a cornfield swatting stalks out of his way, he was panting and looked at the Omnitrix, still red so he couldn't transform yet. The bounty hunters Sixsix and Sevenseven patrolled the area, Sixsix flying in the sky while his brother was on the ground. Ben made sure to keep his eye in the sky for whenever Sixsix got close so he could try to hide. Ben slumped down against a fencepost hidden behind several stalks.

"Damn it Paradox you said I needed to be here for the next girl…" Ben growled as he heard a loud hum. He stared at the sky as a large round triangular ship flew over the field. The voice of the softer Sotoraggian bounty hunter came through its speakers. Ben didn't really get what it was exactly but something about him being taken alive for the reward. He sighed since he got famous this has come up several times bounty hunters and hitmen coming for him trying to obtain the Omnitrix or just Ben's life. Ben looked at his omnitrix and smiled as it turned green. He quickly moved through the holographic selection and slapped the plunger transforming him. Ben looked down and sighed seeing he was now The Worst and let out an annoyed groan as he tried to run away again, at least he was indestructible now.

Sixsix and Sevenseven though must have seen the flash for they quickly descended on The Worst grabbing each of his squishy yellow arms and flying to the ship as The Worst desperately kicked his feet trying to be free.

"Let me go!" The Worst groaned as Sixsix snarled. It didn't take long for the two brothers to board their ship, their sister Eighteight sat on a large captain chair. Sevenseven briefly let go of The Worst to grab some kind of pill shoving it into The Worsts mouth and forced him to swallow it. The Worst coughed repeatedly trying to heave up whatever poison he was just given.

"It should be working now. Six, Seven, you may leave I will finish up the contract." Eighteight said standing up as her two brothers nodded before leaving her alone with The Worst. He blinked in amazement. He heard the usually Sotoraggian audio, but he KNEW what she was saying. The Omnitrix and other translators had never done such a thing before it was usually either only the alien audio or the translated one never both.

"What did you say?" The Worst asked as the Omnitrix started to time out. "Really already?!"

"I apologize for this Ben...except I was paid a lot of Taydens, enough that my brothers were willing to work with me." Eighteight said her much softer voice holding Ben's attention as she pressed buttons on her chair sealing doors around the room and pumping some kind of yellow gas in the air. Ben coughed looking at her with anger.

"What is this? Poison?!'

"No, it should be harmless to you. We Sotoraggians always wear our armor becuase we have very sensitive lungs. This gas simulates our home planet's self-cleaning air. You might find it having a sour-esque taste but that is normal you are in no danger."

Ben sniffed the air, he looked completely confused, the air smelled like lemons and other then a slight burning sensation in his throat that he quickly adjusted to it seemed no different than normal air.

"So...what am I doing here? You want to fight?" Ben asked as she made a laughing like noise before she put her hands before her head, she unfastened the seals on the back, yellow air escaping from inside it as she removed it. Ben watched as with her helmet exposed showed a pale grey skinned woman, with short dark purple hair with a short ponytail, her sclera was a pale yellow with a dull blue hyphen like pupil. She had a long slender jawline that ended with a pair of lips that framed a fanged smile. "Whoa...I thought you looked more...uh...worm like…."

"No, Six is a mutant. During a job years ago he touched something I told him not too and he mutated into this 'worm' like form." Eighteight said placing her helmet in her chair. "Now I think we should discuss business."

"Yeah what is this contract and why are you removing your armor?" Ben as as she unfastened her gloves.

"Is it not normal for your species to mate with their clothing and armor off?" she asked with a confused tone.

"Oh...wait...did Professor Paradox or Azmuth pay you?" Ben asked aiming a finger as

she smirked removing her breastplate exposing her C-Cup breasts, and two patches of folded skin on her shoulders where her mini arms likely extended from.

"Yes, the time traveler came to me with this ship full of Taydens. He offered it to me if I

agreed to get impregnated by you and raise the child." Eighteight said as Ben just nodded watching her expose more of her body. She seemed to blush slightly turning to Ben. "W-would you please strip as well? I am starting to feel embarrassed."

"Oh right! Sorry." Ben said as he started to strip, he tossed his hoodie aside and lifted his

shirt up exposing his bare chest, he looked at Eighteight as she stood fully naked, Ben's eyes widened seeing a were a clitorus normally was, instead was a four inch shaft dangling down with pale skin wrapped around the tip. "What the hell?"

"What?" she asked crossing her arms, her cock dangling in front of her dull pink vaginal lips.

"WHY DO YOU HAVE A DICK!" Ben screamed pointing at her abnormal organ. She smirked and snickered lightly, she stroked herself a bit as Ben stepped back not sure what to do.

"All Sotoraggian women have cocks. Granted mine is larger than most female." Eighteight said approaching ben licking her lips.

"Uh...so...I don't really…"

"Oh don't tell me your scared." She purred putting her arms on the wall blocking Ben in as she leaned into him. Ben stuttered blushing not sure what to do before he got a kiss from the alien dick girl. He shut his eyes shuttering a bit, was this the same as kissing a guy? The fact he kind of enjoyed it made him a little uneasy. He gripped her ass moving his tongue into her mouth as she smirked kissing back the two fighting for dominance with their tongues. Eighteight pressed her surprisingly soft body on him as their tongues aggressively danced together. Ben felt the heat of their bodies, her nipples rubbing on his chest, her tight ass in his hand, and the hardness forming in his member. Just as he started to push against her and beginning to gain the advantage in the kiss, he felt something poke his stomach. He pulled back looking down at her cock which had nearly matched his large member in size now that she was fully erect. "Mmm got me this hard so quick, no one has done that to me in a long time."

"I...uh...not sure if I can…" Ben mumbled his eyes locked on her piece as Eighteight unzipped his pants exposing his members and started to jack him off, Ben shook his head trying not to enjoy it but clearly his cock didn't want to lie. He tried to cover his face as Eighteight kissed down his stomach to his cock while fondling his balls. She made an impressed whistle trailing her tongue up and down his member. He chewed on his lip as she kissed his tip teasing him. "Stop…"

"Stop what?" she asked between kisses, she lightly squeezed his sack kissing down his shaft smiling. Ben stared at her on his cock and sighed.

"Screw it, just take it all!" Ben said gripping her head to her surprise and shoving his cock deep into her mouth, her eyes widened as he kept thrusting in her mouth she grinned gripping his ass as he kept thrusting in her mouth, she gagged lightly saliva bubbling lightly as she shoves herself till she could feel his cock in her throat. She loved it sticking her finger into Ben's ass to his surprise. Ben tried to speak but she sucked harder on his cock, her tongue playing with his tip and shaft inside her mouth while wiggling her finger in his ass. Ben let out a loud moan pumping a giant load of cum into her mouth. Eighteight pulled back coughing up the thick hero cream. After catching her breath she smiled licking her lips before spreading her legs exposing her pussy.

"Fuck me now!" she said as Ben moved his cock inside her, thrusting quick inside her as she wrapped her arms around him pulling him into a kiss moving her still cum covered tongue in his mouth. Ben gasped a bit tasting the slightly salty substance on her tongue. It didn't take long for him to cum inside her before pulling out and gave a sigh of relief.

"Okay we are done now, so I can go home?" Ben asked as Eighteight smirked stroking her still hard cock as cum dripped from her pussy.

"You really don't want to give it a try? I felt your ass squeeze on my finger." Eighteight said winking at Ben, he blushed dark looking around. He stared at his cock surprisingly hard, he shut his eyes thinking of the words Paradox said a while back "don't knock it till you try it." he turned around shaking a bit as she started to get his ass ready, Ben cringed a bit as she grind his ass. She started to press her tip on his asshole but he turned blushing.

"No! I-I'm sorry...but I can't do it!" Ben cried out as Eighteight smiled, she turned around and picked up his hoodie and shirt tossing it to him. Ben held it confused as a timer went off, she stuck her tongue out to him and said something in her language, once again he didn't really understand her, but from her tone was pretty sure she was disappointed. She donned her helmet before pressing a button on the chair and Ben found himself teleported off the ship back to the ground. Ben put his clothing back on looking at the sky watching Eighteight and her siblings' ship fly off into space. Ben dialed up XLR8 and ran home at high speed before going to his room. Ben stretched flopping on his bed, he turned on the T.V. in his room and started to flip through channels. After several boring re-runs, a bad episode of sumo slammer he refused to watch, he finally stopped when he came to a sports channel and saw two girls in white skirts, one with a yellow shirt the other pink as they played tennis. Ben's eyes locked on the pink shirt girl, she was a japanese american girl with black hair tied in twintails knocking the ball towards the blonde in yellow. Ben didn't focus on the other girl just her, he felt a slight pain in his chest as he sadly said to himself her name.

"Julie…"

* * *

Well I am not going to lie...this was an odd one for me...I am not really too happy with it either. I was surprised Eighteight won and I thought I could do it better. I am sorry if anyone is disappointed with this...I am posting because I just want to get this out and move on...I promise future chapters should be better.


	11. MEMORIES-JULIE

Ben stared at the tennis match, his ex-girlfriend Julie Yamamoto she looked as good as always, her jet black hair in a pair of twin tails she'd been wearing for a few years now. The match ended and Julie was the victor, she jumped triumphantly. Ben smiled raising his arms cheering for her.

"Way to go Julie!"

"Now Miss Yamamoto, is there anything you wish to declare after your victory?" A newscaster asked putting the microphone to the winner's face. Julie blushed smiling as she pulled something out of her bag.

"Yes, I made a promise to myself. If I won this championship today, then I would accept something." Julie said as she slid something on her hand.

"And what would that be if you don't mind me asking?"

"Well...Herve, my boyfriend proposed to me last night and with this win. Herve I accept!" Julie said flashing a diamond ring on her hand as she smiled blushing. An overjoyed man screamed in victory as Ben slumped down on his bed. The pain in his chest was still there, he didn't mean to break up with Julie when he did, but Julie did seem happier with Herve. He gave a sad smile before turning off the television and laying on the bed.

"So...Julie's engaged…" Ben said to himself shutting his eyes, his mind went back to when the were dating after the defeat of Vilgax when he stole Diagon's power. Ben had Ascalon, the Ultimatrix, and the power of Diagon...he could've been like a god, and saved the entire universe forever. He gave it all up though, for Julie. His mind soon went back to that moment. When him and Julie were still together.

Ben wearing his green jacket drove his car, one hand on the wheel and the other on his girlfriend's hand. Julie wore her pink jacket and white skirt, her fingers intertwined with his. The new omnitrix shined in the light as she smiled at him.

"So how's the new Omnitrix?" Julie asked as Ben nodded.

"Oh yeah its amazing! The new hologram function is very helpful, and Azmuth kept my access to the Ultimatrix's roster when I gave it up, and like ten more new guys!" Ben said excitedly as Julie saw her house in the distance blushing.

"W-well...I hope that my gift for you will be just as liked." Julie said biting her lip.

"You don't need to get me anything Julie. I love you and that's all I care about." Ben said leaning over and kissing her cheek. She smiled as he stopped in front of her house. He hopped out of his seat after turning it off taking her hand and opened the door for Julie. She smiled and got out and took his hand.

"Well come in with me my love."

"What about your parents?"

"Their out for the weekend, they are celebrating their anniversary." Julie said with a smile.

"So we are alone?" Ben asked blushing as she took him inside, Ship was happily napping on the couch. She held his hand and went up to her room taking him with her stopping at the bedroom door.

"Yup, now wait here, I am going to get your gift ready!" Julie said blushing going inside closing the door winking at him. He leaned against the wall, he heard her rapid movements and whenever he checked to see if she was okay she would dismiss his worries and tell him to wait. Several minutes went by, Ben started to text Kevin. It sounded like Kevin and Gwen were spending time together, Ben teased him about using protection for Kevin to send an image of his middle finger up and Ben couldn't help but chuckle.

"Man...can't believe how easy it is to tease him on this…" Ben said to himself as he heard the door lock be undone.

"Its ready you can come in now!" Julie said as Ben put his phone in his pocket smiling as the door opened. He said she didn't NEED to get him a gift, but he loved getting gifts especially from Julie. He opened up the door and saw her room, several gold and silver tennis trophies from years of playing on her shelves, pictures of her and friends, several framed with her and Ben. she had a queen size bed in the center of the room, resting on her pink sheets was a giant green box with red ribbon on it. On closer inspection Ben noticed the ribbon was painted on the box, the only real ribbon was the bow on the lid. A tag saying 'To Ben from Julie' with a heart to dot her i strapped to the rippon. Ben looked around for Julie but he was curious what was in the box. He tugged on the lid popping it off and popping up with a blushing smile. Julie stood from inside the box, she wore a ribbon tied around her neck like a collar, she wore pink partial see-through lingerie and looked at Ben seductively. "Like your gift?"

"J-Julie! W-what are you doing?" Ben asked blushing dark covering his eyes, Julie's sexy figure always caught his eye. Her C-Cup breasts felt like they wanted to be free of the little covering she had on, during her tennis matches Ben would often pinch himself to keep from staring at her breasts wen her shirt would cling with sweat to them. Her perfect ass cradled by her panties the same ass he had jokingly pinched on a date just to be met with a slap. It took all Ben's willpower to hide the glorious image of his girlfriend dressed so erotically before him.

"Ben Tennyson, you've saved the universe, my life multiple times, and defeated an extra dimensional horror before giving up power that could make you rule the universe. I think this is the least I can do to reward my hero." Julie said pulling Ben's hands away from his face and kissing him. Ben smiled kissing back moving his tongue into her mouth, the two kissed passionately as Ben nervously moved his hands across her slender body. She kicked the box away laying on her back, pulling Ben atop her kissing more passionately. She took Ben's hand and moved it on her thigh smiling at him.

"Are you sure you want this Julie?" Ben asked looking nervously at her, Julie looked nervous for a little bit clearly doubting it before shaking her head and looked confidently in his eyes.

"I love you Ben, so please...let me be your first." Julie said as Ben smiled and kissed her rubbing his hand on her thigh clumsily rubbing his fingers up and onto her panties pulling them to the side as he tried to maneuver his fingers inside her. Ben only knew what he was doing from some porn he stole from Kevin's garage. The sensation of his fingers inside her tight virgin pussy was a strange sensation not bad though. Her breathing sharpened as his fingers wiggled inside her listening to her moans.

"This….feels….weird….good but weird…" Ben said as Julie chuckled a bit, the two kissed again and she pulled back.

"Sooooo….are you going to….you know pull it out?" Julie asked as Ben looked confused and blushed nodding.

"Oh! Oh right!" Ben gasped as his fingers fumbled to undo his belt and find his zipped quickly taking his pants off to expose the bulge in his boxers. Julie blushed staring at it as he pulled out his hard cock.

"Oh whoa...its...so big…" She gasped as Ben blushed and tried to line it up with her pussy, he started to push the tip of his head on her lips but she stopped him. "Hold on big guy."

"What why?" Ben asked as Julie rummaged in her drawer pulling out a three connected pink square wrappers. She took one off ripping the top off pulling out a condom. Ben nodded taking it and moving it on his cock, the condom squeezed on his cock it felt it's lubricant on his hand as he stood his cock now dressed in the pink condom giving him a strange feeling. She smiled spreading her pussy open for him. Ben struggled a bit to shove his cock inside her pussy, her tight walls clinging to his cock hugging it tightly as he moved deeper in, she clenched her fists gripping the sheets,biting her lip hard as her hymen broke as the large cock claims her virginity. Ben looked at her with a face that was a mix of pleasure and the pain of the pressure on his cock. "Are you okay? Should I stop?

"Y-yeah...I'm good….keep going." Julie said wrapping her arms around his back kissing him lovingly. Ben gently pivoted his hips on her, her hands squeezing his back moaning in the kisses. Ben's cock moved deeper as he quickly felt the pressure in his testicles start to swell. Ben moaned as he thrusted faster inside his formerly virgin girlfriend who moaned louder, digging her nails into his back. Ben grunted loudly before cum erupted from his manhood filling the swelling condom on his cock, Julie moaned bucking her hips lightly as she orgasmed as well. She went limp panting as Ben pulled his cock out panting. He was surprised by the amount of cum that pooled together in his condom, his manhood was limp as he took the condom off and tied it before tossing it aside.

"That was amazing!~" the two panted happily together, they looked at each other smiling and kissed before cuddling.

"I love you Julie."

"I love you too Ben, I hope we never break up." Julie said kissing his chin, Ben smiled nodded in agreement kissing her forehead before the two rested together.

Ben let out a loud grunt as he shot a load of cum off his cock, he panted looking at his now limp cock in his hand. A tear ran down his cheek as he wiped it away and wiped his cock clean. He gave a sigh and shook his head as Paradox's portal opened up for him. Ben didn't need an explanation he knew it was time for another girl. He looked at a picture of when him and the others battled the High Breed, he stared at Julie in it.

"We had fun….but I lost my chance, I hope Herve is a good enough for you and treats you right." He said with a smile before he went through the portal finding himself on another alien planet ready and eager to impregnate a woman and get his mind off the past.

* * *

I feel better about this, I know it was a bit short but I did that on purpose do to this being basically Ben's first time. Most guys don't do well or last long. The next chapter will be longer.  
I also been hearing requests for Bwen(?) Ben x Gwen and I have considered it but not sure if I should do it. Feel free to put in the request but I might not do it.


	12. Glimpse of the Future

In the future! Ken Tennyson wearing his chrono belt wandered down the hall, he clung to the wall side of the steel walls. A ripple in time vibrated through and he felt things change, his mind throbbing as images of a tall girl wearing a dark green coat with some purple markings with a heart with an hourglass inside. She had long flowing light brown hair with silver tips, and a single green stripe dyed in her bangs. She stood next to a woman with silver hair but not much older than his father Ben 10K, she wore a flowing purple cloak that draped over her body. He wasn't sure who they were he felt like he knew them, that they were close but he KNEW they weren't there before. He slapped himself as his mind seemed to clear of the confusing thoughts, he looked at the vault. A few years ago he got punished and lost his Omnitrix his dad gave him when he was ten, and placed in the vault. After some time he was able to get the Chrono Belt and suit that he got from Professor Paradox to prove himself and save his father.

Ken snuck through several beams, he quickly entered in a keypad the passcode for the vault sliding in. He quickly searched through the various devices inside, many confiscated tech that only a select few could even enter this vault. He finally found the Omnitrix. He smiled attaching it to his arm feeling the device fuse to him. He wasn't supposed to get the omnitrix back for some more time, but he didn't trust Paradox anymore. Paradox was convincing his father Ben, back when he was younger to do SOMETHING that was causing the ripples. Nearly everyone was being affected, but Ken seemed to be affected less than everyone else, most likely thanks to his Chrono belt traveling back and forth through time.

"Okay...so...need to go back and save the day!" Ken yelled as he dialed through, the omnitrix looking for an alien, but he quickly scowled seeing his father had reset the omnitrix. Ken groaned activating his belt as he shifted into Spanner. He may as well just go back in time again, another ripple hit him. He fell to his knees gripping his head, his mind went to his tenth birthday when he got the omnitrix. He remembered his alien friends, and the human girl Gwen his sister. His eyes widened, after Devlin was adopted his sister seemed to vanish, then return and Devlin was gone. He grit his teeth as a series of ripples washed over him. More people were at his tenth birthday, his sister Gwen, the green coated girl, and the purple cloaked woman, Devlin who looked the same but he had red hair instead of black hair, a Kineceleran, a pair of Revonnahgander twins and another who seemed to have a tail still. Different people of different species seemed to flicker in and out of his memory before he activated his time travel, a portal opened beneath him as he fell backwards in time.

Spanner crashed on a tree, he fell down through several branches and crashing onto a blue hotrod with black stripes. Spanner groaned curling up on the hood of the car rolling a bit. He rolled off as he coughed a bit inside his helmet.

"MY CAR!" A familiar voice yelled before Spanner felt himself picked up by his scarf. Spanner looked at the long haired man that was his father's best friend. Kevin E. Levin, the larger man slammed Spanner on the wall clearly angry. He pulled back his fist. "Why did you think my car was a good idea to land on!?"

"It wasn't my fault...I just...I came from the future!" Spanner yelled.

"Yeah right." Kevin scoffed as he prepared to punch the guy, mana enveloped Kevin's arm holding it as he looked over his shoulder. A woman with short red hair, she had glasses on her freckled face, she wore a teal tank top with a purple vest over it, a blue and green crossed skirt that brushed her knees. 'Aunt Gwendolyn'? Spanner thought to himself as she approached them.

"I've heard of this guy. He apparently comes from a future where Ben and Kai are married." Gwen said looking at Kevin who rolled his eyes.

"Yeah and I bet he also is Ben's future son." Kevin joked as Spanner tensed.

"What?"

"Kevin we met a Ben ten thousand, is it so hard to believe Spanner is from the future?" Gwen asked as her boyfriend sighed dropping Spanner and going to his car to check for dents.

"Whatever...you deal with the punk then." Kevin said as he started to rub a smudge off his hood with his sleeve. Spanner stumbled to his feet holding his head, it was still pounding from the time ripples, but the effect was not as severe back in what for them was 'present' tenses are weird for time traveling. Spanner looked at Gwen and nodded.

"Can you keep a secret?" Spanner asked.

"What?"

"It might be easier for you to work with me and believe me." Spanner said cupping his hands together.

"I gotto see this." Kevin said dusting his hands off as he walked up to Gwen's side. Spanner looked at the two and sighed deactivating his armor revealing himself as Ken Tennyson, looking nearly identical to Ben but with tanner skin. "Ben?"

"No…"

"Your his son aren't you…" Gwen said wide eyed as Ken nodded, Kevin looked at Gwen.

"Do...do I win money for getting it right?"

"Never made a bet so sorry sweetie." Gwen said with a smirk as Kevin cursed himself for not trying.

"So WHY are you here?" Kevin asked.

"Well...my future is endanger…" Ken said looking at the two, he thought of his brother….no cousin?...what was Devlin's relation to him again? Ken rubbed his temples. "Whatever Paradox is doing NOW, it's messing with the timeline, ripples are messing with everyone and thankfully my Chrono-Belt is protecting me...at least partially...as we speak my...uh...family seems to be changing."

"So...what's he doing?" Gwen asked.

"I'm not sure...but I think my life, and everyone's life could be in danger."

"How your from the future. Wouldn't you KNOW if your life was in danger?" Kevin asked.

"Unless...time travel doesn't work like that?" Gwen asked, she looked at Kevin. "I once went back in time and changed things, at first he seemed better...but the little things started to shift and it was horrible…"

"Whoa.." Ken and Kevin said as the looked at Gwen she started to pace waving her hand as a book flew out of Kevin's car and flipped through pages for her as she tried to find a spell.

"So what's your name kid? Don't tell me your Ben Junior." Kevin said pointing a finger at Ken who shook his head.

"My name is Ken Tennyson."

"Your named after my brother?" Gwen asked as Ken shrugged unsure who he was named after. Gwen shut the book smiling. "Well I got a spell that should allow us to get into your head and see your memories."

"Wait! No you can't!" Ken said covering his head with his arms.

"Why not?" Kevin asked.

"You can put your arms down, if I cast the spell I just need to see you not touch you." Gwen said as Ken pulled his arms down looking embarrassed.

"Oh...well you could learn about your future!"

"Well that was the idea, we need to know what kind of future YOU think there is."

"Why does that matter?" Ken asked looking confused.

"Well in my experience time travel tends to create alternate timelines not alterations to existing ones." Gwen said as she smiled at the future child. Ken paused and looked at Kevin and Gwen.

"Uh...but what if you learn something about yourselves your not supposed to know?" Ken asked.

"Ah so what, we can figure it out." Kevin said with a shrug and a carefree smile. Gwen started to chant a spell as Ken shut his eyes waiting for the spell to affect him. Gwen's eyes glowed for a bit, a slideshow of images flashed from her eyes. Images of Ken and Ben 10k, an adult Kai, the purple cloaked woman, the green jacket girl, various other members, Ken's sister Gwen, Gwendolyn and Kevin 11k, the red headed Devlin and it stopped suddenly. Gwen stumbled a bit falling into Kevin's arms who looked at her worried. "You okay babe?"

"Y-yeah...just a lot…." Gwen mumbled thinking about the images she saw.

"Are you okay Aunt Gwendolyn?" Ken asked looking uneasy.

"Yeah, I just said I was...so those images...what's different?" Gwen asked rubbing her eyes.

"Well for one, the purple cloaked woman and the other girl in a jacket they were the first to appear in my mind. I know they didn't exist in my memories prior to these things happening…" Ken mumbled.

"I think the woman in the cloak was Charmcaster."

"Who?"

"An old...frenemy of ours. She more often attacked me, but haven't seen her in awhile. She somehow escaped the magic prison we had for her...wonder if she's causing these changes." Gwen said with a puzzled face.

"Why would she mess with his future? And who was the other girl?" Kevin asked.

"I'm not sure...perhaps she did something to Ben?"

"'You mean my dad could be in danger?" Ken asked as Gwen held up her hand.

"I doubt it, the way she talked about him last time… I feel she wouldn't intinially hurt Ben. Perhaps some kind of charm?" Gwen asked looking at her boyfriend who shrugged.

"Sorry Gwendolyn, I know mechanical things, not magic."

"Okay...so Ken, me and Kevin will go look for Charmcaster and try and figure things out. You keep trying to figure out the source of the problem you are so scared of." Gwen said putting a hand on Ken, he nodded in agreement before returning his armor on and flying off. Kevin scratched his head.

"Weird kid…" Kevin said as he looked at Gwen. "So I wasn't too sure, but was it me or did their appear to be a kid that looked a bit like me?"

"Y-yeah…" Gwen said blushing looking away, she started to walk off. "Hey uh...Kevin...do you...nevermind….be back in a bit."

"Uh...Okay?" Kevin asked looking dumbfounded as his girlfriend ran off. Gwen ducked around a corner blushing dark as she clung to the wall. Her thoughts were on Devlin. He was Kevin's son...but...with that red hair...was she is mother? Gwen shook her head.

"No! Not the time to think about it...but...would Kevin like to have a kid with me…" She couldn't help but mumble to herself. Thoughts of the a fantasy of hers came to mind, Kevin wearing his mechanic jumpsuit working on his car, their son Devlin learning from his father. Gwendolyn wearing a pantsuit coming home from a long day of the office, her husband kissing her and getting a hug from her son...it was nice. She sighed as she slapped herself out of her daze fantasizing about a married life with Kevin. "Now's not the time!"

Gwen took a deep breath and opened her eyes wide, mana glowing from them. She knew it was time to start seriously searching for Charmcaster, especially if she was starting to mess with Ben and the future. She reached out with her mana into the universe, perhaps the multiverse searching for Charmcaster's mana. She paused in confusion, if she was understanding her magic right, Charmcaster was on campus. Gwen moved around pausing to search for Charmcaster. She seemed to remain in one spot, but she was with a powerful source of mana. Gwen stopped at the door blocking her from Charmcaster.

"The library?" Gwen asked staring at the door that led to the Hex's library on campus, the same library where Gwen's secret lair was hidden in. she charged mana as she opened the door expecting to see Charmcaster but she saw a flash of purple light, and when the light cleared standing before her was her favorite professor Hex and a young ten year old girl, she had light wheat brown hair, with silver tips, she wore a green and purple dress with a heart logo with a green hourglass logo inside of it. "Professor Hex?"

"Oh Gwendolyn hello, have you come to turn in your paper on Arthurian lore? You know it's not due till Tuesday." Hex said with a surprised smile, the little girl clinging to his leg hiding behind him. Gwen narrowed her eyes at the girl, she looked similar to the one with future Charmcaster in Ken's memory. Gwen's eyes glowed as she scanned the room, she sensed Kevin's pet, Zed inside the lair underneath the library, Hex, but at first what felt like a blend of Ben and Charmcaster's mana, Gwen had to strain her magic senses to make sure she was reading it correctly, while it was similar to them it was different and VERY powerful. Gwen stared at the surprisingly small source of the power that was hiding behind Hex's.

"Who is she Hex?" Gwen asked pointing at the girl. She paused for a moment realizing how intimidating she probably was coming off.

"Great-Uncle...whose the scary lady…" the girl asked clinging to the old man's leg.

"She is family Tarot." Hex said putting a hand calmly on her head.

"I don't know her...she doesn't seem like anyone like Mommy…" the girl said.

"She's on your father's side." Hex said as she seemed displeased turning away.

"Wait father's side...who is she Hex?" Gwen asked staring at the girl.

"My apologies, where are my manners. This is my Great Niece, Tarot, Princess of the Legerdemain." Hex said lightly pushing the girl towards Gwen. Gwen stared at Tarot as she turned to Hex.

"When did Ben...not just have a kid...but have one with Charmcaster? This girl, Tarot...she looks about ten…" Gwen said with confusion.

"Ledgerdomain accelerates growth until about ten. It is very efficient for mages to have

children, but not lose years of life raising them." Hex said with a smile, as Tarot walked away looking around.

" So...why is she with you?"

"I am babysitting. My niece has taken quite a lot of responsibility after her freedom." Hex

said looking at Tarot who was flipping through a book.

"That's odd…" Gwen said walking to Hex. "So...Ben and Charmcaster are a thing now?"

"I...am not certain. They have had frequent visits, about once every Earth month at least. He has been good for her." Hex said as he walked over to Tarot who was hopping to try and grab a book on the taller shelves. He moved his fingers over the books looking at her until she smiled and nodded. He pulled the book out handing it to her with a smile, as she nodded and thanked him before going to a chair to read.

"Wow...I didn't think Charmcaster was Ben's type…"

"Your not surprised he is her type?" Hex asked.

"You didn't listen to her in a bag for two years talk about him." Gwen said blushing remembering the many things Charmcaster fantasized about. Hex nodded looking at Tarot who was mouthing the words of her book.

"Your not going to harm her are you?" Hex asked.

"What? No! I don't have any reason to!"

"Sorry, so what do you want?"

"Well...you said things were complicated with Charmcaster and Ben right?" Gwen asked as Hex made a heavy sigh.

"Yes...they have an...agreement…"

"What kind?"

"She did not tell me all the details, and personally I do not agree...but it is my Niece's choice not mine."

"What kind of agreement Hex?"

"All Charmcaster told me, is that Tarot might have a lot of siblings that aren't hers." Hex said as Tarot held a green mana bolt in her air smiling. She raises the ball in the air and started moving it around with her mind. "Now please go, I wish to spend time with Tarot."

"Okay...have a good day." Gwen said as she moved to the door to leave, she paused turning around to look at Tarot. "Bye Tarot, we can have family bonding later."


	13. LEWODAN-Cicely

For those who are interested in the vote for the Christmas special. The Poll is on my profile, the current lead is "YAOI Ben X Rook" and "Ben X MAIN Harem Girls" if you don't like either of these or do and haven't voted. You got till 12/21st/2017

* * *

Ben stretches with a smile, he left a house with Yetta laying in complete bliss on her bed. Ben zipped up his pants and started moving down the street, he pulled out his phone and looked at a list of girls that he made partly based on what he heard from Azmuth and Paradox. He checked off Giliminthopecus, he had already gotten Vaxasaurian, Spheroid and Detrovite. After hearing of Julie's engagement he has been going from girl to girl, some even without Paradox or Azmuth telling him. Ben tried to be proactive in the mission now...though a part of him knew he was trying to drown his sorrow in pleasure. He still had feelings for Julie, but he knew she'd never take him back, especially after proposing. Ben rolled through his list of species he looked around to find a new girl to seduce.

Ben's eyes locked on a marshmallow white woman, she had soft features, she wore a blue hooded robe over a long black dress, she floated around with solid light blue eyes with large black rings around them. Ben knew who she was the Queen of Lewoda. Ben walked up tapping her shoulder smiling at her as she looked at him confused.

"Yes may I...Ben Tennyson?" she asked looking surprised covering her mouth with her hand.

"Hey you are Queen Cicely right? How have you been?" Ben asked smiling at her, she looked sadly away.

"Former queen of Lewoda...my advisors used my son to get favor and gain control to convert Lewoda to a Republic…" she said sadly.

"Why did your son side against you?"

"Remember the whole Pantophage treaty Ben?"

"Oh...right...yeah I guess that could make him kind of untrusting…sorry…"

"It is okay, I am grateful and glad he survived. He has all right to be upset with me." Cicely said her stomach growled she blushed looking away.

"Want to go grab some food?" Ben asked as she shook her head.

"N-no I cannot burden you in such a manner." Cicely said as Ben chuckled shaking his head.

"Oh come on let me treat you. You lost your crown now let this 'peasant' dine with you." Ben said with a joking tone, Cicely smiled and nodded, as Ben took her hand guiding to an alien food stand. The two ordered food and stepped back with their food. Cicely dined on some kind of blue and purple salad while Ben ate some kind of white porridge meal.

"Thank you Ben." Cicely said before taking a final bite of her food and wiping her mouth.

"No problem...do you miss him?"

"Miss who?"

"The tifin, your son."

"Oh...yes...I never did get to be a good mother. Part of me wishes I could have been…"

"Have you tried to conceive another kid with your husband?" Ben asked putting the final spoonful of food in his mouth.

"Husband?"

"The guy you married."

"Oh, we Lewodans don't have partners in such a manner. Breeding is very regulated on our planet. Even the royalty follow the regulation. "

"That sucks."

"Yes, it was one of the reasons why I left the planet when I was removed of my throne."

"I'm sorry…" Ben said looking at her. He gently put his hand on hers. "I know...this may not be the best time...but I was wondering if you want to help me with a mission."

"What kind of mission will I be any good at?" Cicely asked as Ben looked in her eyes smiling. Ben explained to her the mission Paradox and Azmuth put him on, and that she could help save the Lewodans. Cicely blushed, her face resembling strawberry ice cream as she looked down. "I...I...see...are you sure you want me? I am not a young virgin you know."

"Oh come on look at you, you are a total MILF!" Ben said winking at her, Cicely blushed and smiled with a nod.

"Okay then, we can go to a hotel." Cicely said as Ben nodded.

"Sure, I should have the taydens for that."

"No, it will be my payment for you. Now let's go...uh...sexy?" Cicely said nervously looking away. Ben stood up and followed her, his eyes followed her bobbing ass, it didn't sway like a normal ass, thoughts started to go through his mind on what her body may look like. Did she have normal legs, did she even have anything below their torso? She was an alien that floated, the chances of her being like that was possible. Ben started to wonder what he was going to be feeling, she was soft and squishy like marshmallows, but she was also somewhat firm. While Ben was busy thinking to himself Cicely had already paid for the hotel room and was guiding him up. They got up into the hotel bedroom. It was pretty plain, no real decorations just some nightstands, lamps, and a large bed. That was all they really needed.

"Alright, hope your ready momma." Ben said stripping free of his clothing to Cicely's amazment. Ben was so young and virile, and she felt like her youth was slipping day by day. She smiled at him and felt his eagerness rub off on her, she removed her blue robe letting it drop to the ground exposing a slight pointed swirl atop her head. Ben smiled at her, secretly wanting to laugh at the ice cream like 'hair' but he held it in. she then undid a zipper on the back of her dress, Ben looked eagerly as she started to slither out of her dress, she had a build like most females, smooth shoulders and arms, soft teardrop B-cup breasts that jiggled on exposure, her nipples slightly protruding from her greyish areola, she had a slightly pudgy belly but no belly button. Ben gulped as the dress started to go below her waist, something about learning of the hidden parts of aliens was exciting.

"Whoa…" Ben said as the dress fell down, Cicely bobbed in the air just above the ground. She had thighs, and while thigh like swelling appeared to exist the lower body was fused together making a pale mermaid like tail, with a dull rounded bottom. She blushed like strawberries again looking at Ben as he pulled out his cock, she gasped shyly gripping his cock and shaking.

"It's so...firm…" Cicely said rubbing her thumb on his tip.

"Uh...so...how do we do it?" Ben said noticing that there was no visible vagina.

"What do you mean?" Cicely asked floating back tilting her head in confusion.

"Well do you have a pussy? Or where do I put my dick?" Ben asked pointing at her

crotch.

"You weren't aware, that Lewodans are pretty permeable." Cicely said kissing Ben

moving into his lap, her tail engulfing his cock. Ben gasped in surprise, the sensation wasn't like going into a vagina, but more akin to being wrapped by tongues. He clung to her as his cock seemed to be engulfed in her soft cushy body. Ben sniffed the air, sweet coming from sweat she started. Ben licked his lips, he sunk his teeth into her neck, moving his tongue on her neck. He chewed on the sticky, chewy skin of the former queen. She moaned wiggling on his cock some more. Ben kept chewing biting different parts of her neck moaning before Ben came inside her. She smiled pulling back releasing him rubbing herself. "Thank you very much Ben Tennyson."

"Your welcome, I must go." Ben said standing up getting dressed and leaving the room. He went down through the lobby and out the front door he stretched with smile on his face as he got a phone call. He looked at an image of a blonde haired woman, he took a deep breath answering it and held it to his head. "Hey Jennifer...you want me to be your date to a hollywood party tonight? Yeah sure, why not. See you in a bit."

Ben smiled as he rushed home to clean up, he reeked of sweat after his multiple lovemaking sessions. He needed a shower, and a change if he was going to some fancy celebrity party with his 'friend' Jennifer Nocturne.

* * *

Okay, so just going to say this, there is NO need for the anodites to have a female representative. Ben and Gwen are both capable of carrying on the Anodite race. They don't really have DNA, and since Ben and Gwen share the same grandmother. Ben's children can be anodites even if he isn't one, he can be a carrier like Gwen's father.  
So while I haven't decided how/if I am going to do a Ben x Gwen if I do it at all. It will NOT be for the anodite race to be saved.


	14. FAME AND FORTUNE!

"Oh yeah looking good." Ben stood in the mirror with a grin, he had put on a green suit, with a black tie with a pin like the omnitrix on his tie. He smiled at himself eyeing himself up. He fixed his cuffs and stepped out of his room heading down stairs.

"Looking sharp Ben, got a date?" Carl asked kneading some dough in the kitchin. Ben walked in grabbing a bottle of water and taking a swig.

"Yeah kind of, I am going to a party with Jennifer Nocturne."

"The celebrity?" Carl asked.

"Yup."

"Didn't she try to kill you?" Carl asked looking at Ben who shrugged.

"She wasn't in her right mind. We got this out. Now I got to run, her driver is going to be here soon." Ben said as he walked out of the room his father looking slightly worried.

"O-okay...have fun Ben." Carl said waving as Ben walked out the front door to a large limo with a waving blonde from the window. Ben smiled as he sat next to the blonde haired celebrity, she had a low cut, short skirt blue dress that clung to her slender figure, she had red painted lips and perfectly applied eyeshadow.

"Hey Jennifer." Ben said as he looked at her, she gave a smile taking his hands.

"I am so glad you are coming with me. This party is going to suck but you are going to make things more interesting!" Jennifer said as she nuzzled up to Ben who smiled putting his arm around. Ben listened to Jennifer go on and on about celebrity drama as the limo went off, he wasn't really listening much but he kept staring at the cleavage of her breasts C-Cup, D-Cup maybe Double D? Ben was to busy trying to figure out her breast size, the fact her shoulders were exposed she may not have been wearing anything like a bra. The limo suddenly stopped and Ben stepped out eager for the location. He paused seeing the tower the party was in. the giant tower standing taller than the nearby Nemesis Tower a large golden B with two lines through it like a dollar sign.

"Billions tower.." Ben groaned as Jennifer took his hand dragging him inside and to an elevator. Ben looked around feeling that he was under watch. "Why didn't you tell me the party was at Billions Tower!"

"Yeah I know you and Billy got a bad history, but I need you to really piss off Carl for using me…" Jennifer said looking at a compact mirror making sure her makeup is on properly.

"So this is a revenge thing?"

"Kind of, I do miss you; but I want to show I don't need Carl around me anyway." Jennifer said as the elevator opened up, numerous celebrities stood around many with champagne glasses talking around some popping horderves in their mouths. Ben recognized some but what caught his eyes was the annoying Billy Billions, he was able to partial age again since leaving dimension 12, he looks like he is almost 16 even though mentally he was like Ben around twenty. He wore his usual red outfit, with standing next to him was his android attendant Mazuma. She wore a black sweater that clung to her ample breasts with the Billions logo on the center of her chest, she had a short purple skirt. Many men and some women started, since Billy started to grow older Mazuma's outfit seemed to get tighter and shorter and many people question his relationship with her. By his side was Charles Nesmith his hair was starting to grey and wore an orange and black suit and was signing autographs. Charles and Billy had signed a contract making them partners in development.

"Jennifer Nocturne! A pleasure to see you." Billy said with his arms raised with a smile that made Jennifer shiver and Ben feel uneasy. Billy took Jennifer's hand and kissed it clearly ignoring her disgusted face as the underdeveloped man gave what was supposed to be a seductive look but just seemed to gross his target out.

"Hey Billy...have you met my date Ben Tennyson?" Jennifer said clinging to Ben begging for help with her eyes as Ben smiled holding her close.

"Hey Willy." Ben said intentionally getting Billy's name wrong. The short billionaire scowled at Ben and forced a smile.

"It's….' _good'_ to see you Benjamin...enjoy yourselves…" Billy said through his teeth before walking of Mazuma shortly behind him as Ben smiled at her. Jennifer took Ben's arm and dragged him to the dance floor, mostly young celebrities danced together a few older men and women danced awkwardly trying to seem cool and get closer to the hot young celebrities. Ben moved stiffly, he wasn't expecting more casual dancing and his suit was restraining him but he couldn't help but smile watching Jennifer shake her hips, spin and have her fat ass bounce in Ben's direction.

Ben started to relax and focused on keeping his erection down as Jennifer grinded against him, Ben had to stop himself before he tried to take Jennifer right on the dance floor. He felt a gloved hand on his shoulder.

"Mind if I cut in?" Nesmith said with a smile, his eyes locked on Jennifer as Ben nodded.

"Y-yeah...I need a drink anyways…" Ben walked over to a waiter who held a tray of glasses with a clear fluid inside, Ben gestured for one rubbing his throat as the waiter stared at him confused. "Look man i'm thirsty...can I have one?"

"Oh yes...I guess you may." The waiter said as he looked at Mazuma who nodded at him, the waiter handed Ben the drink as he quickly gulped it down. It had no real flavor, and a slight burn to his throat, Ben rubbed his throat a bit and gestured for another as he downed the second he looked around the room. Billy and Nesmith appeared to be arguing over who got to dance with Jennifer, she rolled her eyes and approached Ben taking the glass from his hand smiling.

"Oh my, my I had no idea you were such a bad boy Ben Tennyson."

"Huh?"

"Oh I get it, you just pretend it's no big deal right? Then neither will I." Jennifer said as she sipped his drink and shook her head a bit smiling at him and kissing him. "Well big boy, I got a favor to ask of you."

"What kind of favor…"

"Well...you see...I didn't think you would be FUN enough to do this with me...but…" Jennifer pulled Ben close and whispered seductively in his ear. "I want you to fuck me."

"Wait really? Uh sure, your place or mine? Or a hotel? Or?" Ben asked as she put a finger on his lips lifting up her short skirt just enough so he could see she had no panties on.

"I want you here."

"But I can't not with so many people around…" Ben said looking around as Jennifer pressed herself on him looking around.

"I know...I love it when people could watch….why don't we go up to that balcony and you can stay hidden while people can see me…" Jennifer said pointing at a mostly empty spot above the party with numerous standing art pieces. Ben didn't get to answer before she went up with him, she stood at a large winged statue that she ducked under and stuck her ass behind her at Ben, he stood behind the wing keeping his face and upper body hidden as he pulled out his cock. He was surprised he was getting hard from the idea, how much of a pervert was Ben? He shrugged and started to grind his cock on Jennifer's exposed pussy but she wiggled her ass whispering to Ben. "Don't do any foreplay just stick it in!"

"Jeez whatever bossy…" Ben grumbled sticking his cock inside her pussy. He grit his teeth, a dry entry wasn't as easy as he thought going in deep and started to thrust slightly as Jennifer looked down watching everyone. Ben kept thrusting until the pressure on his cock made him cum. Ben pulled his cock out in surprise, he normally would stay hard for another load or two but his cock seemed disinterested. "What the…"

"Are you already done? The booze get to you?" Jennifer asked looking over clearly wanting more.

"What?"

"You know alcohol can hinder your manhood...but if that's all you got...guess I will find someone else to have fun with…" Jennifer said looking disappointed. Ben felt his pride take a blow, he looked around and stared at Mazuma. Ben stopped Jennifer in place and held up a finger.

"Just wait here, I got an idea and I think you might like it." Ben said before hitting the omnitrix and turning into Upgrade. She looked confused as Upgrade melted down to the ground and started to slither around until he gets near Mazuma creeping up her leg. She looked at the oozing metal climb over her, she shivered as his liquid metal body explored every part of her body. Upgrade would smirk if he could as he discovered Mazuma was built anatomically correct, Upgrade disguised himself as green circuit lines on a sexy black dress as Mazuma's eyes turned from red to green. Mazuma smirked grabbing a glass before pouring it on Billy and walking off leaving the short billionaire staring confused.

"What the heck Mazuma!?"

"I'm sorry Master Billy, but I have no desire to remain with you anymore tonight." Mazuma said walking off as Billy blinked in astonishment. Mazuma returns to Jennifer wrapping her arms around Jennifer and kissing her.

"What are you doing!" Jennifer asked as she stepped back, Mazuma smiled.

"It's me Jennifer, I took over Mazuma, and we can have some real fun now." Mazuma said lifting her skirt up exposing a synthetic black metal cock with green circuits instead of veins. The cock shimmered and grew twice as big of Ben's normal cock. Jennifer blushed and bent over back in her hiding spot as Mazuma slid her cock into Jennifer's pussy and started to vibrate with thrusts. Jennifer bit her lip feeling the at first shallow thrusts move in, Mazuma's hands extended and slithered underneath her dress before starting to fondle her breasts, Jennifer made soft moans looking over as Mazuma smirked creating a second cock to start probing her partner's ass.

"W-what are you doing?" Jennifer asked as Mazuma started to thrust both her cocks in Jennifer pumping the two without moving her thrusts Jennifer moaned more as some people started to look at her, Mazuma saw them and created a tentacle cock that moved between her breasts and gagging the celebrity. The three cocks moving in harmony, the anal and vaginal cocks vibrating in each one of them hitting the most sensitive parts of Jennifer's body. Jennifer's eyes started to roll back feeling the overwhelming pleasure. The cocks throbbing inside her, her toes curled up, Jennifer let out a loud moan before cumming feeling the cocks still wiggling inside her no normal man's cock could act like this and the idea that some people see her being fucked like a slut. She LOVED it. She moaned loudly begging for more people to watch her.

"What is going on up there?" Nesmith asked with Billy standing next to him drying himself off, the two seeing Jennifer jerking around in front of the statue wing. Nesmith's eyes widened as he ran upstairs heading to the location Billy following him. "Jennifer!"

Mazuma kept fucking Jennifer as she turned her head detecting Nesmith and Billy coming up. Mazuma backed up pulling Jennifer back, the two guys stare in shock as Jennifer is held up for them to watch Mazuma violate. Billy gave a sleazy smile rubbing his crotch.

"Mmm...I like this development…" Billy said licking his lips. Mazuma scowled, but Nesmith stared wide eyed as Mazuma fired off cum into Jennifer and dropping her on the ground. She twitched cum leaking from her ass, pussy, and mouth. Nesmith clenched his fists and tackled Mazuma.

"I'll disassemble you, you bucket of bolts!" Nesmith yelled as he started punching Mazuma's face, her body was too durable for him to hurt her body just his hands. He stepped back holding his hand swearing a storm, without his power suit he wasn't strong enough to hurt her. Nesmith scowled about to prepare and attack her again but a hand gripped his.

"I love you so much Carl…" Jennifer moaned smiling, Nesmith looked at her and sighed.

"This was another one of your games for my attention wasn't it." Nesmith said with a small smile as she nodded. Nesmith got on his knees and hugged the woman smiling. "I love you, you crazy bitch."

"Wait...so I was just being used?" Mazuma asked staring at the two.

"Sorry sweetie, but I love Carl with most of my heart. I'll do anything for him, as long as he's giving me the attention he should." Jennifer said as she kissed Nesmith who pulled back spitting out cum from her mouth. "Sorry Carl."

"Mmm...seeing all this has gotten me really...excited…" Billy said grabbing Mazuma's ass. Mazuma shivered. "Mazuma activate program 34."

"Oh god no!" Mazuma said, Upgrade pulled back looking confused.

"I didn't…" Upgrade started before Mazuma leaped through a window. Upgrade screamed as Mazuma went for a nosedive. Upgrade separated himself shifting into Astrodactyl as Mazuma fell towards the ground with a sad smile.

"FREEDOM!" Mazuma screamed before crashing with an explosion into the ground. Astrodactyl chirped in surprise and flew off. This was a night, that had some interesting moments for Ben, but that last one was a bit unsettling for him. When he finally returned home he shifted back to Ben and sighed as he flopped on his bed he heard a small gasp as he landed on someone hiding under his covers. Ben leaped back in surprise hand on the Omnitrix just in case as he removed the covers to expose laying in his bed was his partner Rook tied up.

"Rook!" Ben gasped removing a gag from Rooks mouth. "What happened!?"

"Ben behind you!" Rook yelled before Ben felt a hard metal bang on the back of his head. "Ben!"

Ben fell atop Rook his face buried in Rook's chest. Rook wiggled as a woman stepped forward to tie up Ben. Rook narrowed his eyes at her in the poor light.

"Why are you doing this? I thought you wanted me?" Rook snarled.

"Aw officer, I know you'd want me to be loyal to you; but I know of your other gal." The woman said stepping into the better light, she had red braided pigtails, a tied up yellow shirt that barely contained her DD breasts, her slender pale white body, her thick red lips with a small gap in her teeth as she smiled. She reached into her tight red hotpants pulling out a small gag shoving it in Rooks mouth and smacking him with a frying pan. She stuck her head out the window and with her fingers whistled. A squid beast slithered out from the woods nearby looking at her who smiled at the slimy tentacled creature. "Okay Tenty here comes our new toys!"

As she says that she tossed Rook and Ben out the window before the Squid beast caught Ben and Rook's unconscious bodies. It coiled its tentacles around with a firm grip as she smiled leaping out doing a flip landing gracefully on Tenty's head before sitting down and aiming a finger forward.

"Now let's go Tenty! Time to show these Plumbers what a Vreedle woman can do when they want a man." She said licking her lips as with a soft roar Tenty slithered down the road at surprisingly fast speed.

* * *

I felt like uploading two chapters tonight. So hope you enjoyed the two for one. I wasn't sure if anyone WANTED Mazuma but I did. I am curious though. Did anyone LIKE Billy Billions? If it wasn't clear from this I always thought he was kind of a creep and felt he'd be a real sleazy guy. If you did like him and not like this version of him I apologize.  
If anyone is confused by what I mean by Squid Beast they are the same thing as Vilgax's Squid pets.


	15. Vreedle Fun and New Problems

Last Reminder, the Christmas Special poll will end on the 21st if you haven't checked out the poll on my Profile you should if you want to have a say.

Also...ANOTHER WEIRD CHAPTER COMING YOUR WAY!

* * *

Ben groaned, he felt something warm rubbing on his skin, light soft fuzz rubbed on his chest. Ben smiled as he heard purring, he moved a bit as he started to open his eyes. He saw blue fur, Ben smiled seeing it was Shar, he started to kiss the neck. He tried to move his arms but couldn't, Ben kissed down the purring beings neck to the chest. He paused staring nuzzling the chest with his cheek, was her chest always so broad and flat? Ben could've sworn she had bigger breasts. Ben had an unsettling thought, he pulled himself back finding himself on a pair of bound knees. He looked at the alien before him focusing on it, his vision cleared the image before him, while it was a revonnahgander it was not Shar but her older brother Rook Blonko lying unconscious bound in rope with his armor stripped of him and all that was left was his speedo like underwear. Ben gasped wiggling away from Blonko sputtering and shrieking.

"Rook what are you doing in my bed!?" Ben screamed as Rook started to groan. Ben blinked looking around, they were not in his room, a wooden shack with various americana on the walls and some alien objects that appeared similar to americana. Ben saw a small somewhat dirty bed. "Where am I?"

Ben heard some footsteps outside, he tried to activate the omnitrix but the way his hands were tied up he couldn't activate the touch screen. He grumbled a bit as he moved to Rook nudging him with his head.

"Wake up Rook!" Ben shouted as his partner stood up with a groaning yawn.

"Ow my head...what happened?"

"We got kidnapped I think, and...uh...whoever it is they stole our clothes." Ben said looking down at himself only in his boxers. Rook looked down at his chest where he had a small cowlick on his chest from where Ben kissed the chest. "It also appears to be whoever it was, was kissing your chest…"

"Huh...odd…" Rook said leaning on the wall looking at his surroundings. "Wait a minute I believe I know who kidnap us!"

"Who?"

"Isosceles Right Triangle!" Rook said as the door opened to expose the busty vreedle woman, stepped in from outside, she had large double d breasts that had a yellow shirt that clung to her pale breasts desperately trying to stay covering her. She had tight red hotpots that barely even covered her firm ass. She had thick strong thighs, a pot in her hand with something purple gurgling in it. She gave a smile with her luscious lips exposing the small gap in her teeth.

"Mornin' boys, ready to eat your yummy breakfast?" she asked with her southern like accent. She came up closer to the two who stared, Room's eyes locked on her swaying hips as Ben glares at her.

"What do you want?" Ben asked staring at her as he struggled a bit in his restraints.

"Well I been hearing about you going around giving girls some yummy meat." Isosceles said stepping up to them.

"And why did you kidnap us?" Rook asked as she smirked brushing his cheek.

"Oh sweetie, I wanted to see you my sweet kitten, but when I heard about your partner going around like a mutt in heat I decided I want a piece." Isosceles said licking her lips forcing a kiss on Ben as Rook glared with jealousy as he watches the vreedle move her tongue into the struggling human.

"Get off me!' Ben yelled jerking back as she scowls, she smirks pulling Ben close and kissing him deeply to Rook's narrowed his eyes as Rook seems more than happy to submit to their kidnapper. "Rook...what are you doing?"

"Aw the little officer just loves my attention don't you sweetheart?" Isosceles said pulling back from a happy looking Rook as he nodded with a goofy smile.

"Oh yeah…." Rook purred.

"Now then it's dinner time boys." Isosceles said pulling out a large wooden spoon of the bubbling purple sludge she came in with. Rook opened his mouth happily as she smiled at him. "You love my home cooking don't you sweetie?"

Rook merely nodded with a smile, as he savored the sludge in his mouth, after he swallowed Ben started horrified as Rook started to blush with Isosceles rubbing his crotch. Ben saw a bulge forming in Rook's pants and it kept growing to the point Rook's underwear started to rip. Isosceles smiled as she removed his underwear to expose a pale blue cock that stood at least six inches tall. Ben blushed as Rook started to pant staring at his partner and the girl before him, his cock twitched eagerly as she started to wrap her fingers around it.

"What are you doing?" Ben asked as she started stroking his partner's cock.

"P-please...do not look…" Rook moaned softly though clearly he wanted Ben to keep watching him being jacked off by the criminal woman, Ben wiggled more as Rook panted more and more as Isosceles stroked faster and faster.

"Dude...this is messed up…" Ben groaned as he shut his eyes as his partners moans started to grow louder, Isosceles bent over and started to fondle Rook's nutsack as she licked his shaft. Ben started to twist his wrists trying to loosen his bindings. The licking sound seemed to stop and Rook's moans were soft pants again. Ben cracked an eye open to see a wooden spoon with the sludge coming to him, Ben clenched his teeth but Isosceles pulled his chin forcing his jaw to open as the strange concoction was jammed into his throat. The sludge was awful and like something Grandpa Max would make saying it's good for you, or aliens love it. It was a horrific blend of hot chillies, figs, bananas, chocolate, oysters, pomegranates, wine, salmon, honey and swallowed it and started to gag it was horrendous, he felt like he was going to be sick. His body started to heat up though, he felt blood rushing through his body. He felt his bulge forming. What the hell was getting him so turned on? He quickly felt though his cock started to stretch his boxers, was his cock growing BIGGER? Ben gasped as his cock grew longer and fatter. "What did you do to me?"

"What can I say, I like 'em big, but most things can get bigger so I made up a little helping formula for it." Isosceles said rubbing Ben's engorged cock as he cringed, everything felt so much more sensitive.

"What about me Isosceles?" Rook whimpered as she paused for a moment pulling the two boys together and started to stroke them both. Rook happily started to moan as she gave him attention, while Ben jerked gritting his teeth and desperately trying not to give in.

"Well boys you both seem to be a good enough size for me." she said licking her lips as she pulled the knot holding her shirt over her breasts undone, the large pale breasts bounce happily as their binding is released. Ben felt his eyes locked on them but shook his head looking at Rook pleading for help, but Rook's eyes were full of lust. Ben paused feeling his cock being enveloped by something soft, he looked down and saw she was wrapping her fat tits around their cocks. Ben gulped as he felt his cock pressed on Rook's between the gentle breasts.

"Hey wait why are you rubbing on me Rook?" Ben gasped as he struggled, his cock rubbing on Rook's more making Rook blush darker and moan more, as Isosceles massages them on the outside with her breasts. Rook moaned more staring at Ben.

"P-please Ben...look at me...watch me…" he moaned as Ben's eyes widened and his face turned red. What was going on here. Rook let out a moan as cum erupted from him coating the three's chest to Ben's surprise his face a mix of horror and pleasure. Isosceles smirked up at the two.

"Well boys, if you want more...how about you put a show on for me?" Isosceles said licking Rook's cum off herself and Rook's cock.

"No way! Like I would degrade myself for you! You kidnapped us!" Ben shouted as he turned to look at Rook. "Right Part-"

Ben couldn't finish his sentence because Rook had pressed his lips on his kissing him as Ben screamed softly in surprise. As Rook forced his tongue into Ben's mouth. Isosceles smiled before taking both cocks into her mouth with her tongue playing with them both as they rubbed inside her mouth. Ben let a moan escape his mouth as she bobbed her head on the pair's manhood. Ben and Rook both let out a moan shooting a load in her mouth, as she swallowed with a grin.

"Well then boys, guess you two deserve a reward." Isosceles took her hotpants off to expose her dripping wet pussy and her large ass. She pinned Ben to the floor straddling his cock with her pussy as she spread her ass cheeks for Rook. Ben's head was flooded with lust and his mind no longer seemed to care, he slid his cock into her pussy as Rook was able to position himself atop her and get his cock into her ass. The two men started thrusting repeatedly into her as she moaned squeezing their cocks. The two men sped up feeling each other through her walls as they moved deeper inside her, this was a strange but good feeling and Ben was really starting to get used to it as he bucked his hips more. The three moaned as they kept thrusting over and over firing cum into her multiple times, whatever the sludge did seemed to have also increased their stamina as well as their size for they seemed to have gone on for hours and hours flooding her with cum and coating Ben's crotch with their love fluids trickling out of her. When the boys finally gave out and collapsed on the floor with heavy satisfied breathing Isosceles gently cut their bindings and stretched.

"Well boys thanks for the fun warm up, now I am going to go find me some of your local beasties!" Isosceles said running out the door only wearing her open shirt as Ben sat up looking confused.

"What does that mean?"

"There have been reports with some of the Vreedles have gotten...uh...intimate with some animals before…"

"Eww…."

"Yes...it is quite disturbing…"

"Come on Rook let's get out of here and get some clothing…" Ben muttered as he dialed the omnitrix to contact Plumber HQ. "This is Ben Tennyson, with Magister Rook Blonko requesting teleportation...and can we get some clothing? Our was...destroyed…"

"Why did you not tell them the truth?" Rook asked.

"Personally Rook I don't want to think about today ever." Ben said with a blush glaring at Rook. "Also...not cool what you did…"

"My apologies." Rook said blushing looking away as the two were teleported to the HQ in space. To the two surprise the one standing at the reception station was Professor Paradox holding a pair of Proto-armor for Rook, and a pair of black pants, and a white T-Shirt with a black stripe down the center and sleeves similar to what Ben used to wear as a kid.

"Professor Paradox?" Ben asked as Rook and him took the clothing and immediately started to get dressed as Paradox seemed to stare at Ben with an annoyed face. "What's with the look?"

"You deviated from the mission Benjamin…"

"Hey she kidnapped us! It wasn't my fault!" Ben announced holding his hand up as

Paradox shook his head.

"Vreedles do not reproduce in such a manner, however your actions before. Cicely,

Suemungasaur, Yetta, and even an Attrocian...really Benjamin?

"How did you know about that?" Ben asked blushing and looking disgusted with himself.

"I am a Time Walker Benjamin, I can see the changes and YOU have actually created a

Problem!" Paradox shouted at Ben with a scowl.

"Would not be the first time Ben has caused a problem. What is the issue?" Rook asked dusting off his new armor with a smile. Paradox sighed and pulled out his watch showing what appeared to be multiple strings that formed a massive knot.

"What's that?" Ben asked as Paradox pointed at the individual strings.

"When we gave you this mission, certain events were needed to be triggered at certain times to produce the result we wanted. You however went out of order, and even caused events to trigger we didn't even need causing a chain reaction!" Paradox shouted.

"And what does this do? Is this a more children in the universe kind of thing, or a temporal devastation?" Ben asked as Paradox groaned.

"This knot is the chain reaction Benjamin, some of the individuals you mated with were NOT supposed to mate with either a human or you at the time you have, by doing so you caused damage and NEW individuals have the very thing we tried to stop. More species are in danger, and even humanity could be at risk now…"

"Wait what?" Ben said with his attention now and spark of fear.

"Your actions Ben caused the universe try to right itself and thus causing these problems."

"So what do we do? Do we go back in time and stop it?"

"No...the deeds are done, I would rather not risk us doing more harm trying to stop them from happening in the first place." Paradox said as he rummaged in his pocket pulling out a key and handing it to Ben. "Here this was to be a gift for completing your mission, but we might need to repurpose it now…"

"What is it?"

"It is a key to a new home I have crafted for you, I think some of your lovers should move in with you, and you will need to make sure they stay safe while I figure out the order to untie this knot and save the species you've caused trouble for…" Paradox said looking down at his watch. "Now I must go, I need to gather my thoughts and figure out the next step…"

Ben and Rook stand in shock as Paradox vanishes, Ben stares down at the key to his new home. He then looked at Rook as a map projected from the Key's base showing a map of Bellwood and a flashing light.

"Uh...want to check out my new place?" Ben asked with a confused tone as Rook with a confused face shrugs as well. The two moved to the Proto-TRUK it had been transferred to the HQ and after a quick report from Rook to Max the two teleported back to Earth and drove down. Rook tried to talk to Ben but Ben seemed to not be too eager to talk, mostly because of the awkwardness had hit him about what had happened. Rook's willingness during that whole thing, and knowing that on Revonnah Rook had a girlfriend who might have been pregnant...Ben wanted to scold Rook but he was sleeping around with more women, was the fact he was open about it to them any better? After a long drive, the two found themselves at a structure that stood tall, to Ben he smiled it was like an home he went to once when he was ten years old. "So this is how I get it…"

"Do you know what this building is Ben? It did not exist here before. This is most puzzling." Rook said looking at Ben.

"This is the headquarters I had as Ben Ten Thousand, I had no idea that it was a gift from Paradox." Ben said smiling as he unlocked the front door and walked inside with Rook behind him.

"Can you explain to me what Ben Ten Thousand is?" Rook asked, Ben nodded with the awkwardness fading as he started to tell the story of his experiences with his future self keeping his mind off the events of the day. During the story Ben had sent the location of his new home to Hope, Luhley, Ester, Helen, and Shar.

* * *

So...that happened. Sorry it took a bit to get this out, life got busy preparing for the holidays. Now let me know what you thought here? Do you want more of this kind of thing, more of the Rook scenario, less of the Rook scenario?  
I will try a lot of things in some way once or twice, so fetishes you may not like may come in and I will warn you of them, but I DO need to hear from you the readers/fans if this is what you want more or less of. This is a fanfic while I have ideas for it I am writing it not just for fun of me, but to try and entertain as many as possible.  
Anyways, until Christmas for the special. Happy Holidays!


	16. CHRISTMAS PART 1

Twas the day before Christmas, Ben was finishing hanging some mistletoe, he smiled jumping down from a ladder and turned to a ten foot tall christmas tree several presents around, he decorated it with simple ornaments, Ben smiled wearing a green elf hat with fake ears on it, a single jingle bell on the end, he wore a green and white striped sweater. He smiled looking at the room, he was twenty one and had his own tower to call home. He walked into the kitchen, Grandpa Max, Sandra, and Carl where in the kitchen. His grandfather was stirring up some alien cuisine, while his mother was checking on a ham in the oven, and his father was mixing batter for cookies. He invited them to have christmas at his place and to meet his lovers which they were more than happy to accept, granted Ben got a LONG talk from his parents about dangers of sex. A little late for that….Ben came in and after asking to help his mother shooed him out.

"No you may be all grown up Ben, but I am still your mother and I want to make sure the first Christmas in your home is special!" Sandra said moving Ben out and handing him a mug of Eggnog to sip on. Ben was about to respond as a loud buzz went off. "Oh that must be your first guests!"

"Uh...yeah…" Ben said moving towards the elevator descending down to his front door. He opened up the sliding doors and a snowball hit him in the face. Ben grumbled brushing the snow off his face, looking out to the snowy city of Bellwood where he saw Helen and Manny standing there,Helen wore a blue snow suit and Manny wore a large red winter jacket and tucked under his four arms was several large presents, Helen held a green one herself.

"Merry Christmas!" the two said as Ben smiled repeating the line to them.

"So which one of you declared war on me?"

"What?" Helen asked as Ben set the mug down and started to make a snowball out of a pile outside his home.

"Throwing snowballs is an act of a snow war duh." Ben said as another snowball hits him in the back of the head and he stood up looking around. "Wait wasn't it you guys?"

"No, that was Pierre he's been playing in snow all day." Helen said smiling as she pointed at a pale skinned kineceleran boy that was developed like a seven year old human, he had a short tail that had a sock covering it to help keep it warm, he wore a green sweater with blue pants, a wool hat that looked handmade, he didn't have the spheres on his feet most kineceleran have yet. He picked up a snow ball tossing at Ben who this time dodged to the child's shock.

"He's fast!" the child said dashing to Helen with a smile. "Is this him ma'?"

"Yes sweetie, this is your daddy." Helen said nodding with a sweet smile as the child's face lit up with excitement and clung to Ben's leg as he started sputtering words speaking faster than his mouth seemed to be able to pronounce. Ben gave a nervous smile patting the kid's head and looking at Manny and Helen.

"So your joining with us Manny?" Ben asked raising an eyebrow as Manny shook his head.

"Nah, I am trying to reconnect with my dad, apparently my mother WAS a Tetramand and never told me."

"Wait I thought we learned you guys were humans infused with alien DNA?" Ben asked as Helen and Manny shrugged.

"We've scoured the Rooter's databases. There is no proof to back up Servantis's claims of that other than Kevin. We think he had actually planted false memories to make Kevin THINK his original memories were fake." Helen said as Ben looked at them confused, Manny smirked.

"Trust me, the more you think about it the more confusing it gets. I just came to help Helen carry gifts."

"Wait...you two aren't...weren't a thing were you?" Ben asked looking nervous as the two shook their head.

"Nah I got my own girl, besides Helen and me know we wouldn't work out, we tried dating before we turned alien ended badly." Manny said as Ben looked surprised.

"I had no idea…"

"Well it doesn't matter..can we come in Ben?" Helen asked putting her hand on her son's head who shivered. Ben nodded stepping aside for them to come in, Manny and Helen placed their presents under the tree as Pierre started to run around the tower, Helen sighed and chased after her son as Manny dusted his hands off and headed back.

"I'm out. Merry Christmas!" Manny yelled as everyone in the kitchen yelled in response before Manny left. Ben smiled as a purple vortex appeared with Charmcaster dressed in a santa dress with Tarot wearing a large black jacket with a skull pattern on it with a Pallorfang doll in hand.

"Happy Yuletide Ben!" Charmcaster said with a smile wrapping her arms around her lover kissing him softly smiling as he smiled blushing.

"Uh...Merry Christmas to you too Hope." Ben said hugging Charmcaster and looking at Tarot with a smile. Tarot turned with her nose in the air as Charmaster looked sadly at her daughter, she sighed looking at Ben. "Let me guess she still doesn't recognize me as her father?"

"Yeah...probably a side effect when in year for you she grew up ten years…" Charmcaster said as Pierre rushed in with some cookies as Helen zipped behind them chasing her son. Charmcaster looked at Ben with a puzzled face.

"Who is that?"

"That's Helen she's half alien, and that's our son." Ben said pointing at Pierre who shoved the cookie in his mouth despite Helen telling him no.

"He looks like he's like seven...I thought you started your mission you were eighteen?" Charmcaster asked her eyes narrowed.

"Its my alien genes, he took more from them then my human half, and I guess the Omnitrix made it so his genes were also mostly alien like. So Pierre seems to be aging like most Kincellerans do, he should be an adult in a decade." Helen said picking up Pierre who flailed in her arms. "Pierre behave yourself!"

"Mommy who is that?" Tarot asked looking at Charmcaster who smiled approaching Helen and gave a confident smile.

"So this is my love's second child? Well I hope you like being the second woman in his life." Charmcaster said as Helen narrowed her eyes putting her son down who dashed to Tarot and the two seemed to be trying to talk, Tarot being very reserved compared to Pierre's energetic self. Ben smiled at his children as Tarot introduced her toy to Pierre who seemed excited to see the strange creature toy. Ben then turned to see Helen and Charmcaster the two with forced smiles at each other, clearly not happy with each other. Ben cleared his throat planning to speak to them as the doorbell went off again.

"I'll go get the-" Ben startled as a beam of light appeared as Azmuth and Luhley appeared with several presents floating on a platform.

"Happy Winter Solstice!" Luhley said with a smile using her jetpack to rise up and kiss Ben's cheek.

"Though based on your solar rotation your winter solstice was a few days ago in this hemisphere of your planet." Azmuth said looking out a window at the sky and turning around to the structure. "This is a nice facility, did the Time Walker give it to you?"

"Yeah, Paradox gave it to me, and the holiday isn't exactly the same thing." Ben said with a chuckle as Charmcaster turned her glance at Luhley.

"Is this another rival? But she is so tiny!" Charmcaster shouted at Ben and Luhley and Luhley rolled her eyes, Charmcaster stepped back calming herself and smirking pointing at Tarot. "I have a daughter, the first of his children, and the boy is his second. Where is yours if you are his lover?"

"You were his fourth partner miss Charmcaster, though your child has been the fastest to develop somehow already being about ten earth years old." Amuth said staring at Tarot with curious glance, Tarot pouts hiding behind her alien relative.

"Oh…" Charmcaster grumbled crossing her arms with a pout and red face. Luhley smirked and flew to the silver haired woman's ear.

"By the way, I laid my eggs, at least ten." Luhley said with a dominant voice as Charmcaster scowled.

"What?!" Charmcaster shouted wide eyed as Ben cleared his throat.

"Besides, I already have fourteen children before this. They are probably like five or six now." Ben said as the girls stared at Ben surprised.

"What?" the three asked in unison as Azmuth stroked his beard like growth and aimed at the Omnitrix.

"Let me guess, your necrofriggian form mothered some years ago?" Azmuth asked as Ben nodded.

"Yup, I kinda wonder if they are okay." Ben said as the elevator dinged and opened up showing Rook wearing an ugly reindeer sweater over his armor, Gwen wearing a red sweater and hat, Kevin with a red nose on and a pair of antlers with stack of presents and Spanner wearing his Chrono-suit with a santa hat on his head.

"They're doing fine." Spanner said stepping forward with the others who looked at the others.

"Merry Christmas everyone?" Gwen said trying to figure out the scenario. Kevin smirked.

"Where we interrupting anything?" Kevin asked with a smirk as Charmcaster aimed her finger at him.

"Silence Rudolph." Gwen snickered as Kevin grit his teeth and growled at Charmcaster. The others traveled to put their presents under the tree as Grandpa Max comes out wiping his hands clean with a smile.

"Dinner's ready!" Max said as Ben and the others nodded heading to the dining room, Azmuth rode his platform after leaving the presents, and Luhley flying by. Helen, Charmcaster and Luhley kept exchanging glances at each other. Everyone sat around a long table, it had ham, mashed potatoes, something purple and wiggling and many other dishes. The group all sat to dine together, the girls pretending to be nice as Ben's parents stare at his lovers with confusion.

"His taste in women must come from your side Carl…" Sandra mumbled.

"Must've skipped a generation...I don't understand WHY he would find them attractive." Carl whispered to his wife as Grandpa Max chuckles.

"It's an acquired taste." The dining went on for awhile as Kevin looked at his cellphone as he looked at Gwen.

"So after this we are going to go see my folks." Kevin said as Ben smiled.

"Oh meeting the parents and spending the night?" He teased his cousin who rolled her eyes.

"Nope, i've met Linda and Harvey already. They like me and even invited us to spend the night with them!" Gwen said putting a spoonful of potatoes in her mouth as Charmcaster smirked.

"Oh...so you two going to work on making a kid tonight?" Charmcaster teased as Kevin sputtered on his drink coughing as Gwen rubbed his back glaring at Charmcaster.

"Are you trying to get everyone to hate you?" Helen asked as Luhley asked looking around confused.

"So Rook where's your sister Shar? I invited her as well."

"Yes but with the twins being born, my father will not let them off the planet and she does not wish to be far from them." Rook said putting a squirming tentacle from Max's dish into his mouth and chewing it. Ben looked down sadly and nodded before looking at his lovers.

"So girls are you going home or are you going to stay here for the night?" Ben asked looking around.

"I would like Tarot and myself to be here, it easier to know when it's time to open presents." Charmcaster says sipping her drink as Tarot raised her head with a bright smiling face.

"Are we opening presents?

"Tomorrow sweetie." Charmcaster said as her daughter pouted sadly.

"Aw…" Tarot mumbled as her face returned to her normally restrained expression.

"I'll stay if you don't mind Pierre zipping around." Helen said as she wiped her son's cheek. Luhley looked at Azmuth.

"Can I stay First Thinker?"

"No I apologize Luhley, you are not in good enough condition to be here on your own." Azmuth said taking a swig from a shot glass. "And I cannot be off Galvan Mark II for longer than a few hours."

"Oh…" Luhley said looking sadly down as Ben gave a sympathetic look gently patting her.

"Maybe next time Luhley." Ben said as the disappointed Galvan looked at him and gave a sad smile and a nod. Dinner soon was finished, Gwen, Kevin, Rook, and Ben's parents had left. Grandpa Max was playing with Pierre and Tarot. He had already told Ben he would watch over the kids for the night while he tended to the ladies needs. Ben and Luhley exchanged a kiss before she and Azmuth sadly teleported back to Galvan.

"Enjoy your presents Ben!" Luhleysaid with a smile making a heart with her hands as Azmuth waved.

"We will visit when she is in better health." Azmuth said before the Galvans teleported home. With them gone the room only had Ben, Charmcaster and Helen remaining in the room.

"So...we are all alone now eh?" Charmcaster purred wrapping her arms around Ben kissing his ear as Helen scowled wrapping her arms around kissing his neck.

"Helen wh-what are you doing?!" Ben gasped as he escaped the two girls scowled at each other.

"I am not going to lose to you lizard girl!" Charmcaster snarled as Helen rolled her eyes quickly picking up Ben and dashing away.

"Well then I guess we'll be on our way then." Helen said as Ben screamed with her carrying him off to another chamber of the structure.

"Hold on!" Charmcaster yelled using magic to fly after the speeding alien girl as Ben sighed.

"Wonder why Ester didn't arrive…" Ben thought to himself looking at his phone as Helen made a sharp turn.

Meanwhile Carl and Sandra drove their car home, Carl smiled rubbing his stomach with a satisfied face and another hand on the wheel as they kept moving. Sandra smiled looking out the window.

"Who would've thought Ben would be so popular with so many ladies." Sandra said with a smile.

"I am just glad he is a progressive lover, I am pretty open minded but I don't think I would ever date an alien." Carl said stopping the car, Sandra smiled looking at some pictures of Pierre and Tarot.

"Well at least we don't need to worry about grandchildren. The two we got already are so cute." Sandra cooed.

"Yeah Tarot seems to take after her mother, she's a pretty lovely woman but isn't she a bit old to be with Ben? Her hair is already silver." Carl said as Sandra chuckled.

"Oh Gwen told me, apparently it's a magical trait she's only a few years older than Ben."

"Huh...well it is nice think it will be great we still have our youth and the grandkids are growing so fast." Carl said with a smile.

"Hey is there someone at our home?" Sandra said as she looked forward at their front door. After Carl parked the car, the two stepped out and looked at the woman waiting around. Her pink skin wearing a purple winter coat, she stood around looking sadly at the door. "Is that Ester?"

"Yeah...I think it is." Carl said opening the door looking at Esther who gave a sad smile.

"H-hello Mister and Miss Tennyson, it's a pleasure to see you...do you know where Ben is?" Ester said softly.

"Yeah he's at his home, were you not invited?" Sandra asked as Ester nodded pulling out her phone showing an invitation.

"He asked me to come to his place, but the address didn't match so I assumed it was a mistake and came here...but no one was here…" Ester said rubbing tears in her eyes. "Was I stood up?"

"Oh...sweetie…" Sandra said hugging Ester. "Ben didn't stand you up."

"Yeah...he could have worked on his invitation though to clarify he moved out."

"What?!" Ester gasped staring at Ben's parents.

"Yeah he moved to a tower nearby, he should be there now with his girlfriends and children."

"WHAT!?"

"Yeah but I bet you can see him if you hurry. Want me to drive you there?" Carl asked as Ester clenched her fist and gave a determinate nod.

"That would be very great thank you sir!" Ester said as she leaped over getting into the passenger seat as Carl got in the driver seat. He peeked his head out his window.

"Be back soon." he said pulling out as Sandra waved blowing a kiss to her husband.

"Drive safe!"

* * *

Part two will be up soon, sorry might take a bit do to IRL stuff, so I made sure I'd post Part 1 for now. I hope your enjoying it and have a Merry Christmas and Happy New Year.


	17. CHRISTMAS PART 2

Near midnight Ester rushed out of Carl's car waving goodbye as she barged into Ben's towering home. Ester rushed inside and saw a strange sight. Ben wearing only his boxers, and ribbons wrapped around him covering his mouth and a bow on him hopping down the hall muffling through his gag.

"What the hell?" Ester asked blinking in confusion as Helen and Charmcaster chased after him, the two had apparently been fighting their clothing was barely hanging on their frames. Ester stretched her arms out wrapping around Ben and the girls pulling them to her. "What is going on here!?"

"Meftr?" Ben muffled.

"Who is this?" Helen asked.

"Don't tell me another alien lover…." Charmcaster growled looking away. Ester scanned the two, Charmcaster's sexy santa outfit was open wider with more than moderate amount of cleavage being shown, she had put on a sexy green bra, clearly wanting to get Ben's attention with his favorite color. Helen on the other hand seemed to have her pretty tight fit clothing ripped exposing her nipple and the fact she came without a bra. Ester narrowed her eyes already able to tell both women clearly had the plan to sleep with Ben.

"Why is Ben tied up?" Ester asked looking at the others grumbled.

"IT was a spell that missed its target…" Charmcaster grumbled blushing staring at Ben. "Though it is nice to see him tied up like that."

"Mou srait mou on'tike is ind ing" Ben grumbled staring at Charmcaster who gave a nervous chuckle.

"Sorry sweetie, you seem so cute tied up like a present." Charmcaster said as Helen nodded.

"It is kind of hot…" Helen said.

"He doesn't feel any warmer than…" Ester said to herself but quickly realized what she meant blushing. "So Ben...which girl do you prefer the blue one, the silver haired, or me the mother of your child."

The two start to laugh,a bit as Ester loosened her grip staring confused at them.

"What's so funny?"

"I have a daughter with him." Charmcaster chuckled.

"And I have a son of my own." Helen said digging out a wallet showing her and a freshly hatched Pierre.

"What the…"

"So where is your child?" Charmcaster asked with a smug grin.

"Back in my village, as chief my child is to never be left unguarded." Ester said putting her hand on her chest.

"Oh did you hear that Blue? She's a chief, and I am now the Queen of my people...what are you again?" Charmcaster said with a grin, her words clearly trying to hurt Helen.

"Hmovp…" Ben growled kicking Charmcaster in the shin, she gasped gripping her knee.

"What was that for!" Charmcaster said.

"Vivause!"

"Hold on Ben...let me get that off." Ester said moving the ribbon covering Ben's mouth, he gasped and stared at Charmcaster.

"Because! You girls are being too mean to each other, I like you all. I am glad i got the pleasure to be with you and have kids….but if you girls are going to be like this, so mean to each other...I don't think I want to be with any of you." Ben said coldly as the three girls looked sadden.

"But...I love you…"Charmcaster whimpered.

"I know Hope, but love shouldn't be an excuse to be a horrible person to others. What kind of message would Tarot be getting if she saw you act like this!" Ben scolded as Charmcaster looked down feeling a pain in her chest.

"Ha!" Helen gasped as Ben's eyes moved to her.

"You shouldn't laugh. You tried to kidnap me out of jealousy, and smacked Hope with your tail when she caught up to you."

"She grabbed my tail!"

"So you are a plumber, you should be above this kind of thing…."

"I...well...its…"

"IT sounds like you both were being selfish." Ester said with a smile. "You going to be with immature girls like them Ben?"

"Ester...I know how immature you can be…"

"What! I am not as bad as them!" Ester yelled.

"You can be...but do you know WHY I invited you girls to my home today?" Ben asked as he struggled to free his arms.

"Uh...to spend christmas with you?" the three girls said.

"While that is an added benefit...I actually wanted to invite you girls to stay here, this tower is big enough for you each to have your own room...you don't have to stay here full time...but I wanted to be able to see you any time...see my kids...and maybe we could figure things out about our relationships more…" Ben said with a very serious face. The girls look at each other and smile.

"Okay then...truce girls?" Ester said as Charmcaster and Helen nodded.

"That's good."

"Now how about we fix your big problem." Charmcaster purrs.

"What problem are you girls talking about?" Ben asked as he noticed their eyes were

locked lower on his body, he lowered his head and saw his large cock sticking out of his sighed and gave the girls a smile. "Go ahead if that's what you want."

"Thanks love." Charmcaster said as she started to stroke him kissing his neck, Helen kissing his chest and Ester nibbling his ear. Ben grinned as he started to rotate through the Omnitrix.

"Oh but three on one is kind of unfair isn't it." Ben said with a smirk slamming the plunger down turning into Ditto who grinned as he divided into girls watched as the three dittos approached a girl each.

"Well girls…" Ditto One said.

"How about…" Ditto Two said.

"We all…." Ditto Three said.

"Make love!" the three said in unison as the girls smiled. Ester wrapped her arms around pulling Ditto One into a deep kiss, Helen smiled as she pinned Ditto two down kissing him, as Charmcaster felt Ditto three fondle her ass while their tongues danced together. The three pairs kissed more, Charmcaster started grinding on her lover, Helen started kissing down her Ditto's torso to his shaft, Ester held Ditto upside down her pants lowered so Ditto could lick her pussy as she moved his cock in her mouth. The three Dittos grit their teeth feeling the pleasure of the three girls on them. Ben had forgotten Ditto's species cloned itself to try and survive, but it also shared sensations between bodies. As Charmcaster slipped her Ditto's cock into her pussy the three moaned loudly shooting cum on the girls. The three girls blinked in surprise as the three Dittos panted a bit.

"Sorry…

"We all….

"Felt you…."

"Together…." they finished together as the three looked at their lovers. The girls smirked, Charmcaster laid down spreading her legs wide, Helen bent over sticking her ass out, Ester smiled as she stripped naked the other two girls staring in shock at the far larger pink breasts bouncing slightly. Charmcaster and Helen grumbled staring at their breasts which looked small compared to Esters. Ester got on her knees rubbing her tits biting her own nipple grinning at the Ditto.

"I think…" Ditto one said with a smile staring at the girls.

"We need…" Ditto two said putting his hands on his hips.

"Some help…" Ditto three said stroking his cock, as all three got hard again. The three

Dittos nodded to each other as they each divided again till there was nine together. Three for each girl, Charmcaster gasped as she felt a pair of hands grip her head moving its cock in her mouth, another Ditto entering her wet pussy, a third thrusting his cock between her tits. Helen tried to look at the others but the Dittos had already entered her ass and pussy. The third one for Helen grumbled looking at her, with her face to the wall he couldn't get in her mouth, and the other two were already awkward positioned to get in her holes. The Ditto turned to Ester seeing her sitting on two dittos each with a cock in her ass and pussy, she massaged the third with her massive tits. The final ditto grumbled feeling the pleasure of the others but wanted some himself, he felt a hand on his leg as he looked he saw Charmcaster started stroking him despite having a cock in her mouth, ass, and pussy. The three girls moaned as they felt the sensation. The Ditto gripped Ester and Charmcaster's nipples twisting, pinching and pulling. Helen and Ester were getting spanked as their Dittos thrusted in their asses, while the ones in the pussy moaned happily thrusting deep. Charmcaster smirked stroking the ditto faster as she deep throated the one she had, the Dittos were being flooded by pleasure. Without hesitation each ditto repeatedly came on and inside their lovers who moaned in pleasure. The Dittos would quiver as each time they came it seemed to be they'd feel the other's cumming sensation and cum again. After cumming enough to coat the girls in a layer of cum the Dittos collapsed reverting back to Ben who at first smiled in content but then stumbled and collapsed from exhaustion.

When Ben woke up, he was on the coach in the room, the girls were talking together, Ben had sat up rubbing his eyes as he seemed to scan the environment, Charmcaster, Ester, and Helen seemed to have all changed and were getting along which was nice, he looked and saw Pierre and Tarot were opening presents, and showing off what they got. Ben smiled as Charmcaster handed him a cup of hot cocoa with a smile, Ben smiled as he took a sip of the sweet beverage.

"So...shall we do that again for New Years?" Ben asked with a smirk making his three lovers blush dark.

* * *

Sorry this took so long to finish, I had a surprisingly busy last couple of days. I hope you all had happy holidays and enjoyed this, now I will say it may be some time before the next chapter comes out, however I want to thank all my readers for sticking this far, in only a few months this has become my second most viewed story and I am very happy that most of the reviews are positive. Expect more to come, now HAPPY NEW YEARS EVERYONE!


	18. NAVAJO-KAI

I AM ALIVE, sorry about the wait for this one between real life and this chapter never really making me happy. This is the version I liked the most and decided to share it with you all instead of making you wait longer than you already have. I apologize for the wait.

* * *

Ben awoke in his bed in just his boxers. Charmcaster was cuddling to him in bed, he smiled kissing her forehead before she shimmered away. Ben gave a sad chuckle, after the holidays while the girls have tried to be around Helen was stuck off planet thanks to her work, Ester had to return to her people as leader, and Charmcaster was a queen who for the last two weeks only living at the home as an illusion. He looked down at the swollen bulge in his pants, he had gotten pretty used to having sex often and masturbating didn't seem to work well for him anymore. He hadn't had any REAL sex in a week and was feeling pretty built up.

Ben walked down the hall to his kitchen quickly made himself some breakfast and after eating it he took his coffee walking to a room he had been pretty fascinated in the last week. In a large sterile room, a simple circular platform in the center with a giant screen on the wall like the world's largest TV. Ben sat at a console of buttons and knobs, admittedly Ben and no one else in the house knew exactly how it worked and he didn't show the others just because it was a weird thing and really it only interested him. Ben took a sip from a coffee he put way too much sugar than a normal human would have. He tapped on the buttons and watched as the screen started to shimmer before an image came into place.

On the screen Ben saw what looked like a version of himself when he was ten, with his cousin and grandpa. Apparently they had captured Frightwig but she was only ten, she kept staring at the young Ben. the Adult Ben watching made note of it to look at later but he felt like that version of him somehow looked simpler. He flipped through other versions seeing a young teen Gwen with the Omnitrix, Ben 23 signing autographs, the Ultimate Ben of the future with Julie still and a young teenage daughter looking like Julie with Ben's eyes and hair, and wearing a pink hoodie and omnitrix. Ben paused for a moment staring at one of the evil Bens, Bad Ben had used his arm to pin a Kevin who was dressed like a prep student blushing as Ben looked him in the eyes.

"Huh...so Bad Ben is gay?" Ben asked himself as he saw what must be 'Bad Gwen' she was in a far more gothic attire, she was filming the two and Ben flipped around till he saw a timeline where Ben 10K was fighting Kevin 11k where apparently Kevin had just hurt Ben 10k's son Kenny. Ben watched in shock at the Way Big wailing on the villainous mutant with unease. He turned off the screen. Ben got up and left the house locking his HQ, he kept moving down the street maybe he should get a smoothie, or look up Kevin and Gwen. While moving through the city he sees things like always the Vreedle brothers with Ma selling some crops they grew, mostly succeeding because Ma Vreedle threatened anyone who stopped but didn't buy. Ben crossed his arms as he yawned, still feeling sleepy he went into a coffee shop and saw a familiar face waiting in line. Kai. Ben considered leaving but shook his head and moved towards the line.

"Morning stranger…" Ben joked not making eye contact, Kai paused and looked at Ben.

"Oh...morning Ben….I didn't think you were a coffee drinker…." Kai said looking away.

"Yeah….i've been having long nights."

"Long nights? Fighting crime as a hero?" Kai asked smiling. Ben blushed lightly, the swelling was keeping his attention, his eyes stared at Kai's body studying her body. She was wearing a tight pair of jeans that hugged her plump ass, she had a low cut red shirt exploding plenty of cleavage, her vest was pressing her breasts up and making the normally C-cup breasts look more like Ds, Ben chewed his lip he hadn't had sex with a real person in days and he was not sure if he could keep himself restrained. He shook his head pinching his cheek to keep him distracted.

"So...I heard you been sleeping around." Kai said.

"Jealous?"

"What...no...why would I…." Kai said looking away from him to hide her blush, Ben's eyes locked on her ass as a man behind pushes ben pressing his bulge on her ass causing both to blush more. "Mmm"

"What was that?" Ben asked as Kai blushed even darker.

"Nothing at all…"

"Nothing? Then I guess if you went into the alleyway and saw Blitzwolfer you wouldn't care?" he whispered in her ear before heading back outside, he went around the corner and into the alleyway. He looked around to make sure no one could see him as he went into the dark alleyway behind the coffeeshop, he raised the omnitrix and quickly shifted into Blitzwolfer, he stood closer to ten feet with a slight hunch, he had a skin tight black and green suit on that clung to his torso, he had blue and black fur all over with clawed hands and feets, he had green eyes and a wolf like head. He stood around until he smelled Kai coming, a smirk appeared on his face as she came up to him blushing. "Here for some fun?"

"S-shut...up….just make it fast…" she grumbled undoing her shirt to expose her breasts as a large bulge was visible in the suit, Blitzwolfer maneuvered his claws around his crotch pulling out a large footlong cock, with a fat knot near the base. Kai's eyes locked on the beast like cock,she started licking her lips.

"Come on Kai, I thought you liked it when you started first." Blitzwolfer teased stroking his cock making the young woman blush aadn come up wrapping her fingers around the large cock, she used to suck him off when they were dating but apparently his cock had grown much bigger and she'd be lucky to fit the tip in her mouth let alone the entire thing like she used to. With simple pumping of her hand she felt the manhood pulse with excitement as Blitzwolfer placed his claw on her ass squeezing it while being cautious of his claws to not rip it, while he used his other claw to pinch her nipple. She gave a soft whimper and spat on the cock to lube it up for her to start thrusting it faster and faster. She watched the already large cock extend more as she turned around lowering her pants and pink panties, Blitzwolfer grinned and started pressing his fat tip against her pussy lips, he moved in spreading them wide as Kai grit her teeth. She let out a moan as Blitzwolfer started thrusting in, not even halfway in and she was moaning like crazy.

"Oh god Blitzwolfer your so big now!" Kai moaned as Blitzwolfer grinned moving deeper with his thrusts until soon she was cumming on the half inside of her but felt Blitzwolfer thrusting more, she bit her lip as she felt him go deeper thrusting his claws squeezing her as he keeps thrusting harder and harder. Her moans grew louder and Blitzwolfer lifted her head moving his tongue into her mouth to silence her. She sucked on his tongue while taking every thrust loving more and more. Blitzwolfer moaned a bit as his knot was enveloped by her pussy locking the massive cock spreading her walls more and more, she was probably never going to be satisfied with a normal human man again. The thrusts went on as neither were talking anymore just moaning like animals in heat. Blitzwolfer howled as he fired a load in her, but since his knot was still locked in their session kept going on.

What was supposed to have been ten minutes, was closer to an hour by the time Blitzwolfer was done. Kai's eyes were rolled up, her tongue hanging out, drool dripping. She had broken to the pleasure somewhere in the last thirty minutes but neither wanted to stop. Blitzwolfer tugged on his manhood trying to dislodge himself but Kai merely moaned as her walls squeezed. Blitzwolfer was completely locked in her. He kept wiggling his manhood trying to get free but other then his partner's pleasurable noises he was not getting anywhere. Now that he was fully satisfied his mind returned to him and he remembered this was why he hated being Blitzwolfer during sex. Kai seemed to get much more pleasure then him, and he was trapped in her afterwards. She wasn't even really in a state so they can talk, or cuddle or anything at all. Thankfully for him the Omnitrix started beeping red, with a relieving flash Ben was human once again, his normal human cock was smaller so while Kai's body seemed to adjust to squeeze to the slimmer cock without the knot he was able to pull out. Ben smiled kissing her cheek before zipping up his pants and walked off with his lust sated, but for how long, and how long till he has another session for the mission.

* * *

So for anyone wanting more aliens, don't worry i'll keep away from the human girls for a few more chapters (at least the ones with lemon), I also have been thinking of new ways. a new poll should be up for my Breedatrix fans. Do not worry the next chapter won't take nearly as long.


	19. Anur Transyl I

Ben stretched after his encounter with Kai he felt refreshed, maybe he could get used to this. Have a good life, sex was good, and not having to worry about breaking hearts was a massive plus.

"What's the worst that could happen." Ben said to himself and eyes widen clasping his hands over his mouth. He said the thing, the forbidden line that no one wanting good things to happen should say. He paused looking around expecting Vilgax, a Way Bad, an alien invasion, or really anything to ruin his day. He smiled as it looked clear before a green light enveloped him and he was gone from Earth.

Ben rubbed his eyes silently screaming teleporting does a number on your vision if your eyes aren't closed and the air inside you is forciably removed if you weren't keeping your mouth shut. Ben was doing neither as he tried gasping for air while tears of pain fell down his face.

"Whooo….did that…." Ben growled looking up with bloodshot eyes to see a pair of angry Galvans, Blukic and Driba the taller Galvan holding some kind of ray gun, and Driba with a vial in hand and a malicious smile. "Blukic, Driba? What the hell guys?"

"The First thinker has asked us to help with your mission." Blukic said with a tone that made Ben uneasy.

"He also told us what you or should we say WHO you been doing." Driba growled. Ben gulped Driba and Blukic had a habit of hurting Ben when they were being friends with inventions, but Ben gets the feeling they WANT to hurt him this time.

"A-and?"

"First Thinker Azmuth wants us to prepare you for your next….conquest…." Blukic said.

"You guys are mad at me aren't you…." Ben said looking at the two Galvans.

"Of course we are mad at you! You get to go around the universe sleeping with whatever you want! That is any man's fantasy!" Driba barks.

"And some women." Blukic added as Driba rolled his eyes.

"O-oh?" Ben said feeling better releasing a sigh of relief. He thought for sure they found out about him impregnating Luhley and probably making her unable to enjoy any Galvan men ever again.

"And now you get to go to what I wish I could get…" Driba says sadly.

"Oh?"

"You get to do his fetish that Luhley left him over." Blukic said as Driba smacked him.

"SHUT UP BLUKIC!"

"Luhley left you?"

"Yes….we had….difficulties in bed…." Driba grumbled.

"She didn't like his gothic lolita fetish." Blukic said as Driba blushed before punching Blukic down.

"SHUT UP BLUKIC!"

"Gothic lolita fetish?" Ben asked rubbing his chin, who could be someone he met that… "Wait a minute...do not tell me what your about to do is!"

"Oh yes it is, so here you go Ben!" Driba said as he tossed the vial on Ben's face. Ben shrieked like a ten year old Gwen as he rolled around the ground, a burning sensation on his face. He kicked and screamed even smashed his head on the wall a few times to try and knock himself out. Eventually Ben spread out and accepted the agony hoping for death.

"Hmmm perhaps I used a bit to much sulfuric acid in the concoction…" Driba said looking at the vial. Ben snarled as he raised up, his face engulfed in the smoke from the burning on his face before coiling his fingers around the tiny alien's body and squeezing like a stress toy as he stared with bloodshot and very angry eyes.

"Give me one reason why I should not crush you in my hand and make frog legs out of you?" Ben growled as the Galvan felt his tiny skeleton bending at the giant human's force.

"Well for one I am not a frog?" Driba chuckled nervously as Ben squeezed harder his face changing colors as his eyes started to bulge.

"Because we can fix your face with this raygun after you do your mission." Blukic said holding up the tool at hand as Ben looked at him.

"Mirror."

"What?" Blukic asked.

"Mirror now!" Ben roared loud enough several plumbers on the other side of the base debated fleeing. Blukic hesitantly rushed off and came back with a mirror Ben took and stared at as his smoking face started to clear up, Ben's anger faded to a pale shock just long enough for Blukic to pry Driba out of Ben's hand.

Ben's face had been mutilated! His skin was now patchy, his coloration varied bits of his face were charcoal black and others sickly green or bloody red, one of his eyes had been damaged and was red completely. Several scars on his face, one across his red eye, one across his nose, and a bunch around his now black lips. Ben was hideous by human standards. Ben dropped the mirror and started rolling through the omnitrix playlists. His eyes locked on Blukic and Driba. A murderous aura surrounded the normally friendly human hero, the two Galvans rush to a nearby control panel as Ben presses the plunger transforming. After a flash of light Ben transformed into Wildmutt, the now adult Vulpimancer form with its grayish blue fur and whip tail landed on the metal floor snarling, the damage to Ben altered its face, the fur was gone around its mouth exposing mangy scaly pattern, scars and burns around its maw as Wildmutt rushed at them snarling just before he could wrap his maw around the galvans they pressed the button and Wildmutt vanished in green light.

Wildmutt appeared on Anur Transyl the always dark home planet of various 'monster' aliens, unforunately for Wildmutt, it was in mid leap during the teleport and crashed headfirst into a wall. The shock seemed to force Wildmutt back to Ben with his still ugly mug, rolling around cussing the galvan engineers and swearing revenge before sprawling out sighing.

"You okay sir?" a deep german like voice said. Ben opened his non-damaged eye to see a Tranylian wearing suspenders for a Transylian he was okay looking to Ben. which probably means to others he was one of the ugly ones.

"Yeah I guess…." Ben growled trying not to touch his damaged face.

"Did you hurt your handsome face?" a girl's voice said as Ben looked at a young teenage girl Transylian. Ben sort of recognized her as Viktoria from year ago. She was taller, she had her thick cable like hair in a ponytail instead of pigtails, she wore a purple dress, and didn't even try to hide her scaring.

"Your Viktoria right?" Ben said as the man looked surprised.

"You know my daughter?"

"He was here for a while ago, he was my first love daddy!"

"Yeah….she was crushing on me during an….awkward time…." Ben said rubbing his neck looking around. A horrible idea appeared on his mind, was Azmuth telling him Viktoria was his target, Ben shook his head violently. Ben has degraded himself a lot in recent events, probably done some things he'd use to regret but Viktoria was clearly underage and Ben refused to go that far.

"Daddy can I bring him home to Mommy with me?" Viktoria begged her 'ugly' father. He sighed and nodded. Ben grumbled while he wasn't going to do anything to Viktoria he probably DID need to impregnate a Transylian it is the only justification Driba and Blukic would have for harming Ben's handsome face. Ben followed behind the two Transylians before coming to a small stone home with a wooden door that looks rotten. The father knocked on the door hard three times before it is open to a soft spoken woman's voice.

"Coming, coming!" she said as the door revealed her, Ben whistled impressed. For the planet she must have been one of the ugliest Transylians, but to Ben she is probably the hottest one there was. She had grayish green skin with no coloration patches, her conductor on her back was very small and was more a small antenna then the usual massive tesla coil like protrusions. Her eyes were both soft green, she had two stitches on her face that outlined her cheekbones, her hair was thin and lovely raven black with only a single snow white streak in her bangs that partly covered her eyes. Her figure was thinner than most, clearly not like the usual stocky women on the planet. She had small breasts probably only B-Cups, she wasn't very tall, and she wore a frilly black dress in the same style as Viktorias.

"Hi mommy!" Viktoria said as the woman smiled at the young transylian.

"Is it time for you to come back from Daddy's already Viktoria?" she said with a sweet smile.

"She's all yours Luisa…" the man said, he looking somewhat disgusted at Viktoria's mother.

"Thank you Oskar…" she said sadly as the man walked away.

"Mommy can we have Ben over for dinner! He is going to be my future husband!"

"Oh?" she asked looking at Ben who was scratching his irritated patches on his face and she blushed darkly. "Of course sweetie.~"

"Thanks uh Luisa was it?"

"You can call me Mommy." she purred.

"See even mommy thinks we are meant to be!" Viktoria said. Ben gave a nervous chuckle as Viktoria clung to his leg, he was not comfrotable with how close the underaged girl was to him. After a few moments Luisa, Viktoria and Ben were sitting around the table Ben was surprised by the dinner set out, while it wasn't the same the dishes looked like Bratwurst, Sauerkraut, and vegetable soup. Ben didn't trust the Sauerkraut but the soup had a strong pumpkin spice flavoring to it, and Bratwurst were hearty with a strong kick to them. Ben was surprised by how much he liked it all as Luisa watched him eat sighing contently.

"Its so nice having a man in the house."

"What about...uh think his name was Oskar?"

"Oskar is my ex-husband, we got together when we were young because we thought we'd be the ugly ones forever...but then he got some work done and decided he was too good for me…." Luisa said sadly as Ben chuckled.

"On my planet, you'd probably be able to be a model or something." Ben said as Viktoria clapped her hands together.

"Desert mommy?"

"Yes, let me get something sweet for us." Luisa says licking her lips staring at Ben. it didn't take long for her to come out with a few slices of a black chocolate cake. The three ate happily as Ben felt something rubbing against him, he gulped as he stared down and saw Luisa's foot rubbing his crotch.

"So what do you do?"

"Oh I make dresses, not much an old woman like me can do here." Luisa jokes as Ben feels her foot moving more. Viktoria let out a loud yawn. "Oh dear, Viktoria it is past your bedtime, wash up and go to bed now sweetie."

"Okay Mommy…" Viktoria yawned before walking off, shortly after leaving the room Luisa dives under the table and starts rubbing Ben's thigh as he looks down in shock.

"What are you."

"Shhh don't talk." Luisa said as she bit his zipper pulling it down with her teeth to expose his erection. She purred happily as she nuzzled against it. Ben stuffed his mouth full of cake as she took his manhood in her mouth. Her mouth felt so hot and warm but so soft Ben couldn't help but moan as she deepthroated him.

"Are you okay?" Viktoria asked peeking her head in the room a toothbrush in hand as she wore pink pajamas. Ben blushed darkly as his free hand pushed Luisa down on his cock.

"Y-yeah! Just great!"

"Wheres mommy?"

"She went out to get some air, said she'll be back soon but you should be in bed before she gets back."

"Aw…" Viktoria groaned before walking away as Ben shoots a load of cum in Luisa's mouth. The Transylian woman smirked as she sucked more like a vacuum cleaner until all of his come had traveled down her throat. She pulled back and positioned herself to start grinding her ass on his cock. Ben tried to move but Luisa gripped his ankle.

"No….I like it better this way…." she said as Ben shrugged holding her ass as he thrusted into her velvety pussy under the table. He couldn't see her and that made this more erotic as he imagined his various partners before shooting a thick load inside of her. She let out a pleased sigh before pulling herself off.

"Your a dirty milf you know."

"Yes, I just can't help myself around pretty boys like you….though most don't like ugly girls like me." Luisa said as Ben rolled his eyes.

"Our planets have very different standards of beauty…." Ben said as he heard over his Omnitrix Azmuth's voice.

"Good job Ben Tennyson! Driba and Blukic will bring you back now."

"Wait a minute guys I!" Ben couldn't finish his sentence as he was desperately trying to put his cock away before being teleported. Ben's groaning was heard as he was teleported into the girls shower in the Plumber HQ. various girls screamed at the 'monster' before fleeing.

"Driba...you set the coordinates wrong…" Blukic said pointing at them.

"Nope. I set them right." Driba said speaking with a device on his neck, making him sound like Azmuth.

"But that's the woman's shower."

"I know."

"Why send him there?"

"For fucking my Luhley!" Driba screamed as a portal appeared behind them revealing Azmuth and Professor Paradox.

"Good job helping Benjamin...and where is he?" Paradox asked looking around.

"Woman's room." Blukic said.

"Why is…" Azmuth asked.

"DRIBA! BLUKIC!" Humungusaur roared as he storms into the room. Driba desperately tried to activate the teleporter as a failed noise is heard.

"What happened?" Driba gasped.

"You must've short circuited the teleporter's battery using it so rapidly." Blukic said before hopping on a hoverbike.

"Did not!" Blukic yelled landing behind him. As they sped off with a scared Humanugsaur chasing them.

"I think we should be sure to make the rejuvenation serum. I feel those two won't be able to anytime soon." Azmuth said as he hopped on the lab.

"You sure you don't want to watch? This will be quiet the show." Paradox said as Azmuth paused.

"Yes….lets watch for a bit." Azmuth said as the two sat watching the Galvans fleeing from the giant dinosaur man chasing them.


End file.
